Companies Act · Audit Committee & Minutes

Audit Committee, Minutes and Governance Records: Sections 177 and 118 Checklist

Finin2min Compliance Desk·June 2026·7 min read177/118

Good governance is visible in records: agenda, attendance, minutes, action trackers and committee papers. Sections 177 and 118 create important governance anchors for applicable companies.

Governance anchors

Section 177 deals with the Audit Committee for applicable companies, while Section 118 deals with minutes of proceedings of general meetings, board meetings and other meetings. Together they shape the evidence base for governance decisions.

Record-quality checklist

Record	Control
Meeting notice and agenda	Shows what was placed before directors/committee.
Attendance and quorum	Supports validity of proceedings.
Minutes	Permanent record of discussion and decisions.
Action tracker	Shows follow-through on decisions.
Supporting papers	Backs financial controls, related-party review and audit issues.

Audit committee focus areas

Financial statement review and auditor communication.
Internal controls and risk issues.
Related-party transaction review.
Whistle/vigil mechanism matters where applicable.
Follow-up on statutory and audit observations.

Finin2min warning

Minutes should not be generic. They must support what was considered, approved and followed up.

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Official sources used

This article is intentionally source-limited to official MCA / India Code material. Verify final filing positions with the latest Act, Rules, MCA forms and portal advisories before publishing.

FAQs

Which sections are relevant for audit committee and minutes? ▾

Section 177 deals with Audit Committee and Section 118 deals with minutes of proceedings.

Do all companies need an audit committee? ▾

Applicability depends on the Act and rules. Companies should check their class and thresholds.

Why are minutes important? ▾

Minutes are the formal evidence of governance decisions and proceedings.