Secretarial Audit Under Section 204: Applicability and Preparation Checklist
Secretarial audit is not only for catching late filings. It reviews whether governance, registers, board processes, approvals and statutory filings are aligned with law.
\nFor broader context, see the Business and Finance Case Studies — Decision-Learning Hub.
Section 204 base
Section 204 deals with secretarial audit for bigger companies and requires applicable companies to annex a secretarial audit report given by a company secretary in practice with the Board's report, subject to prescribed applicability.
Use the RM12 - Managerial Personnel, Remuneration and Secretarial Audit to work through the related inputs before acting.
\nPreparation checklist
| Area | Evidence |
|---|---|
| Board and committee meetings | Notices, agenda, attendance and minutes. |
| Statutory registers | Members, directors, contracts, loans/investments and charges. |
| Annual filings | AOC-4, MGT-7/MGT-7A, DIR-3 KYC and event forms. |
| RPT/loan/investment approvals | Section 184, 188, 185, 186 support. |
| Secretarial standards | Meeting process compliance evidence. |
For the connected rule, example or next step, see Financial Statements Under Section 129: True and Fair View Checklist.
\nFinance-team role
- Share fixed annual filing tracker with PCS.
- Reconcile share capital and allotment records.
- Provide loan, investment and related-party ledgers.
- Confirm statutory dues and litigation status.
- Maintain SRN/challan repository.
For the connected rule, example or next step, see Section 44AD Opt-Out: Five-Year Lockout and Audit Risk.
\nFinin2min warning
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.
- India Code: Companies Act, 2013 — Section 204 Secretarial Audit for Bigger Companies
- India Code: Companies Act, 2013 — Section 203 Key Managerial Personnel
- India Code: Companies Act, 2013 — Section 177 Audit Committee
- India Code: Companies Act, 2013 — Section 118 Minutes of Proceedings
- India Code: Companies Act, 2013 official PDF
FAQs
Section 204 covers secretarial audit for bigger companies.
Section 204 refers to a report by a company secretary in practice.
No. It also checks governance records, registers, approvals and statutory processes.
Source and review trail
Use the current official instrument, portal or regulator publication before acting. This panel separates the category authority from page-specific references.
- Primary category
- Companies Act & MCA
- Official starting point
- www.mca.gov.in