Professional Documents
Culture Documents
NO
INDEX
1
TRANSMISSION OF SHARES
SA 200 Overall objectives of the independent auditor and the
conduct of an
4
5
Statements
c) Professional Skepticism
SA 230 Audit Documentation
a) Scope of this SA
b) Nature and Purposes of Audit Documentation
purposes
Effective Date
Objective
Definitions
Requirements
8
9
COMPANY AUDIT
2. CONSTITUTIONAL DOCUMENTS
The
auditor,
before
commencing
company
audit,
shall
undertake
Verification of the constitution and powers. This he can verify from various
documents, decisions taken in board meeting, decisions in shareholders
meeting etc.
Any companys functions and powers are limited to the documents on the
basis of which it has been registered. Prospectus is the most important
document that the company requires to raise capital from public. The auditor
also needs to check various transactions taken place before commencement
of business eg, any property purchased etc. thus, prior to setting any audit,
the auditor shall examine following constitutional documents :
1. Memorandum of association
2. Articles of association
3. Contracts entered into with vendors and other persons relating to
purchase of property, payment of commission etc.
4. Certificate of commencement by business
5. Certificate of registration etc.
A company, before registration, cannot enter into contract also without
obtaining Certificate of Commencement of business from the registrar of
Companies. Therefore, the auditor is required to take into account his duty to
examine the transactions entered into by the company; the dates when
these were entered into for confirming the validity. The auditor should be
aware of the authority structure of the company so as to carry out audit
effectively. Section 291 empowers the Board of Directors to exercise all such
powers and undertake all such Acts, the company is authorized to do. But,
the auditor should see to it that the Board has not done any ultra-vires Acts
i.e. not exercised any power nor done any act which is not permitted by
Memorandum or Articles of the company.
2. Companies buy back shares on the open market over an extended period
of time.
iv.
v.
vi.
by available assets.
Support share value
To thwart takeover bid
To pay surplus cash not required by business
Infact the best strategy to maintain the share price in a bear run is to buy
back the shares from the open market at a premium over the prevailing
market price.
Free reserves; Where a company purchases its own shares out of free
reserves, then a sum equal to the nominal value of the share so
purchased shall be transferred to the capital redemption reserve and
details of such transfer shall be disclosed in the balance-sheet or
(ii)
(iii)
Company;
(b)
(c)
The buy-back is of less than twenty-five per cent of the total paid-up
capital and fee reserves of the company and that the buy-back of
equity shares in any financial year shall not exceed twenty-five per
cent of its total paid-up equity capital in that financial year;
(d)
The ratio of the debt owed by the company is not more than twice the
capital and its free reserves after such buy-back;
(e)
iv.
or
Repayment of any term loan or interest payable thereon to any
financial institution or bank;
(f)
(g)
All the shares or other specified securities for buy-back are fully paid-
up;
(h)
(i)
(c) odd lots, that is to say, where the lot of securities of a public company,
whose shares are listed on a recognized stock exchange, is smaller than such
marketable lot, as may be specified by the stock exchange; or
(d) purchasing the securities issued to employees of the company pursuant
to a scheme of stock option or sweat equity.
b.
c.
d.
Through
any
subsidiary
company
including
its
own
subsidiary
companies; or
(b)
b.
c.
d.
e.
A copy of the Board resolution authorising the buy back shall be filed
with the SEBI and stock exchanges.
f.
The date of opening of the offer shall not be earlier than seven days or
later than 30 days after the specified date
g.
The buy back offer shall remain open for a period of not less than 15
days and not more than 30 days.
h.
A company opting for buy back through the public offer or tender offer
shall open an escrow Account.
3.11) Penalty
If a company makes default in complying with the provisions the company or
any officer of the company who is in default shall be punishable with
imprisonment for a term which may extend to two years, or with fine which
may extend to fifty thousand rupees, or with both. The offences are, of
course compoundable under Section 621A of the Companies Act,1956.
4) TRANSMISSION OF SHARES
Share transmission is a mechanism by which the title to shares is devolved
other than by transfer. This is typically applicable for:
Devolution by death
Succession
Inheritance
Bankruptcy
Marriage
5) SA 200
Overall Objectives of the Independent Auditor and The Conduct
of an Audit in Accordance with Standards on Auditing
(a) To obtain reasonable assurance about whether the FS as a whole are free
from material misstatement, and
(b) To report on the financial statements, and communicate as required by th
e SAs, in accordance with the auditors findings.
5.3) Requirements
i) Ethical Requirements Relating to an Audit of FS
The auditor shall comply with relevant ethical requirements, including those
pertaining to
independence, relating to financial statement audit engagements.
Relevant ethical requirements ordinarily comprise the Code of Ethics issued b
y the Institute of Chartered Accountants of India. The Code establishes the fo
llowing as the fundamental principles of professional
ethics relevant to the auditor
(a) Integrity;
(b) Objectivity;
(c) Independence
(d) Professional competence and due care
(e) Confidentiality; and
(f) Professional behavior.
ii) Professional Skepticism
(a)The auditor shall plan and perform an audit with professional skepticism
recognising that circumstances may exist that cause the financial statements
to be materially misstated.
decisions about:
a.The auditor shall comply with all SAs relevant to the audit. An SA is
relevant to the audit when the SA is in effect and the circumstances ad
dress by the SA exist.
b.The auditor shall have an understanding of the entire text of an SA,
including its application and other explanatory material, to understand
its
c.The auditor shall not represent compliance with SAs in the auditors r
eport unless the auditor has complied with the requirements of this SA and al
l
The auditors opinion on the financial statements deals with whether the
financial
statements are prepared, in all material respects, in accordance with the
applicable financial reporting framework. Such an opinion is common to all
audits of financial statements. The auditors opinion therefore does not
assure, for example, the future viability of the entity nor the efficiency or
effectiveness with which management has conducted the affairs of the
entity.
In some cases, however, the applicable laws and regulations may require
auditors to provide opinions on other specific matters, such as the
effectiveness
of
internal
control,
or
the
consistency
of
separate
management report with the financial statements. While the SAs include
requirements and guidance in relation to such matters to the extent that
they are relevant to forming an opinion on the financial statements, the
auditor would be required to undertake further work if the auditor had
additional responsibilities to provide such opinions.
(ii) Any additional information that the auditor may request from
management and, where appropriate, those charged with governance;
and
(iii) Unrestricted access to those within the entity from whom the
auditor determines it necessary to obtain audit evidence.
As part of their responsibility for the preparation and presentation of the
financial
statements, management and, where appropriate, those charged with
governance are responsible for:
The identification of the applicable financial reporting framework, in
the context of any relevant laws or regulations.
The preparation and presentation of the financial statements in
accordance with that framework.
An adequate description of that framework in the financial
statements.
The preparation of the financial statements requires management to exercise
judgment in making accounting estimates that are reasonable in the
circumstances, as well as to select and apply appropriate accounting
policies. These judgments are made in the context of the applicable financial
reporting framework.
6.2)
Ethical
Requirements
Relating
to
an
Audit
of
Financial
Statements
The auditor is subject to relevant ethical requirements, including those
pertaining
to
independence,
relating
to
financial
statement
audit
(a) A sufficient and appropriate record of the basis for the auditors report;
and
(b) Evidence that the audit was planned and performed in accordance with
SAs and
applicable legal and regulatory requirements.
7.6) Definitions
For purposes of the SAs, the following terms have the meanings attributed
below:
(a) Audit documentation The record of audit procedures performed,
relevant audit evidence obtained, and conclusions the auditor reached
(terms such as working papers or workpapers are also sometimes used).
(b) Audit file One or more folders or other storage media, in physical or
electronic
form,
containing
the
records
that
comprise
the
audit
After the assembly of the final audit file has been completed, the auditor
shall not delete or discard audit documentation of any nature before the end
of its retention period.
In circumstances other than those envisaged in paragraph 13 where the
auditor finds it necessary to modify existing audit documentation or add new
audit documentation after the assembly of the final audit file has been
completed, the auditor shall, regardless of the nature of the modifications or
additions, document:
(a) The specific reasons for making them; and
(b) When and by whom they were made and reviewed.
REFERENCES
www.icai.org
www.caclubindia.com
www.mca.gov.in
www.knowledgebible.com
www.icaiknowledgegateway.org
www.investopedia.com
www.managementparadise.com