Draft Agenda of First Audit Committee & Board committee Meeting for every Financial Year including Directors Disclosures
Draft AGENDA
(For Audit Meeting)
Agenda for the 1st Meeting for FY 201…………….. of Audit Committee of ……………………………….. (name of the co.) Limited to be held on ………….(day), …….thday of……..(month) ….(year) at ………am/pm at ……………..(venue of meeting) , India.
The items to be considered at this Meeting are as follows:-
1. To confirm the Minutes of previous Audit Committee Meeting held on…………………
2. To grant leave of absence to Members not present in the Meeting and asking for same.
3. (i) To receive, consider and approve Audited Annual Accounts for the quarter and financial year ended ……………… (generally, 31st March, 20……) including that of for three months period ended 31st March, 2016.
(ii) To take note of Internal Auditors’ Report for the financial year ended …………… (generally, 31st March 20…..)
4. Any other item with the permission of the Chair.
Agenda Items and Notes thereof for the 1st Meeting of Audit Committee of ……………………….(co. name) Limited for the Financial Year ……………………………
Date : …………….
Time : ………………….
Venue: ………………….
Item No.1 To confirm the Minutes of the previous Audit Committee Meeting held on …………………… (date of previous meeting).
The copies of minutes of meeting of Audit Committee held on ………………………as circulated before the members shall be placed for comments, if any.
The minutes will thereafter be signed by the Chairman and shall be entered accordingly.
Item No.2 To grant leave of absence to Directors not present in the Meeting and asking for same.
Committee may grant leave of absence to member(s) who are unable to attend the meeting and may asked for same.
Item No. 3(i) To consider and take on record the Audited Annual Accounts of the Company for the Financial year ended on ………………. (generally, 31st March, 20….) including that of for three months period ended …………….(31st March, 2016) and to do the incidental work arising there from.
The members may deliberate and take note and if found fit, approve the Audited Annual Accounts of the Company in requirements of SEBI (Listing Obligations and Disclosure Requirements) Regulations coupled with compliance as enunciated under the provisions of Companies Act, 2013.
Once approved by Audit Committee, the members may send same alongwith their observations, if any, to Board for its consideration and approval.
(ii) To take note of Internal Auditors’ Report for the financial year ended ……………….. (generally, 31st March 2016)
The members may deliberate and take note of Internal Auditors Report on the Audited Annual Accounts for the FY ended ……………. (generally, 31.03.2016), a copy of which would be provided to Members.
Once taken note of, the members may send the same alongwith their observations, if any, to Board for their necessary doing.
Item No.4 Any other item with the permission of the Chair.
Note: Prepared as Per Secretarial Standard and Provisions of SEBI (LODR) Regulations.
Draft is prepared for first Meeting of Financial Year.
Draft AGENDA
(For Board Meeting)
Agenda for the 1stMeeting for FY ……………………. of Board of Directors of …………………(name of the co.) Limited to be held on……day,……th day of …………(month) ,…..(year) at ……am/ p.m. at …………(venue of the meeting), India
…………………………………………………………………………………………………………..
The items to be considered at this Meeting are as follows:-
1. To confirm Minutes of the previous Board Meeting held on ………………………………….. (previous Board Meeting)
2. To grant leave of absence to Directors not present in the Meeting and asking for the same.
3. To review the status of issues arising out of minutes dated ……………….. (previous Board Meeting)
4. To take note of the notices of disclosure of Interest given by the Directors.
5. AUDIT COMMITTEE
Briefing by the Chairman of the Audit Committee of the proceedings of the Audit Committee Meeting held earlier on date and to take on record the Minutes of the Audit Committee Meeting held on ………………(previous Board Meeting)
6. ANNUAL AUDITED ACCOUNTS
(i) To consider and take on record the Audited Annual Accounts of the Company for the Financial Year ended …………….. (generally,31st March, 2016) including that of for three months period ended …………….. (generally,31st March, 2016)and to approve the Statement in this respect to be submitted to the Stock Exchanges and publish in the newspapers, and to authorize any one Director to sign the same for and on behalf of the Company.
(ii) To take note of Statutory Auditors’ Report for the financial year ended …………….. (generally,31st March, 2016)
(ii) To take note of Internal Auditors’ Report for the financial year ended …………….. (generally ,31st March, 2016).
7. BUSINESS OPERATION
To brief on the current operation and new emerging opportunities.
8. MISCELLANEOUS
To consider other item with the permission of the Chair.
Agenda Items and Notes thereof for the 1stMeeting of Board of Directors of …………………… Limited for the Financial Year …………
Date : ………………..
Time : ……………………..
Venue : ………………………
Item No.1 To confirm the Minutes of the previous Meeting held on …….……………
The copies of minutes of meeting of Board meeting held on…………………as circulated before the Board shall be placed for comments, if any. The minutes will thereafter be signed by the Chairman and shall be entered accordingly.
Item No.2 To grant leave of absence to Directors not present in the Meeting.
The Board may grant leave of absence to member(s) who are unable to attend the meeting and has asked for it.
Item No.3 To review status of issues arising out of meeting held on…………………..
The Board may consider action taken/required to be taken out of decisions taken by Board in its last meeting held on……………………….
Item No. 4 To take note of the notices of disclosure of Interest given by the Directors.
In view of applicable provisions of Companies Act, 2013 the Directors ought to give a declaration as to their interest, if any, in the Organization concerned. The declarations in prescribed form MBP 1 i.e. Disclosure of Directors interest and DIR 8 as received by the Company shall be read and taken note of by Directors present.
Item No. 5 Discussions as to deliberations of meeting of Audit Committee held earlier.
The Chairman of Audit Committee, if deem expedient, may apprise Board as to discussion held by Committee in its meeting and may seek clarification/explanation etc. in the matter, if any.
Item No. 6(i) To consider and take on record the Audited Annual Accounts of the Company for the Financial year ended on …………… (generally, 31st March, 2016) including that of for three months period ended …………… (generally, 31st
March, 2016) and to approve the Statement in this respect to be submitted to the Stock Exchanges and publish in the newspapers, and to authorise any one Director to sign the same for and on behalf of the Company.
The Board may deliberate and if found fit, approve the Audited annual Accounts for the FY ended …………… (generally, 31st March, 2016) including that of for three months period ended …………… (generally, 31st March, 2016) a copy of which would be provided to each member in compliance with applicable rules and regulations read with Secretarial Standard and SEBI (Listing obligations and disclosure regulations) Regulations, 2015.
(ii) To approve Statutory Auditors’ Report for the financial year ended 31st March 2016.
The Board may take note of Statutory Auditors Report on the Financials of the Company as on …………… (generally, 31st March, 2016) and in case of any observations i.e.reservations/clarifications/qualifications etc. may authorize some director to address same.
Item no. 7 To brief on the current operation and new emerging opportunities.
The Board shall be apprised as to current operations and new emerging opportunities. Members may take note of same.
Item No. 8. Any other item with the permission of the Chair.
Note: Prepared as Per Secretarial Standard and Provisions of SEBI (LODR) Regulations.
Draft is prepared for first Meeting of Financial Year.
Declarations given by directors:
FORM MBP – 1
Notice of interest by director
[Pursuant to section 184 (1) and rule 9(1)]
To,
The Board of Directors
…………………… Limited,
………………… ( Regd. address of the Company)
Dear Sir(s),
I, ……………..(name of the Director) , son/daughter of Shri ……………., resident of ……………………………, being a Director in the Company hereby give notice of my interest or concern in the following Company or Companies, Bodies corporate, Firms or other Association of individuals:-
| Sl. No. | Name of the Companies / Bodies Corporate / Firms / Association of individuals | Nature of interest or concern / Change in interest or concern | Share holdings (No. of Shares) | Date on which interest or concern arose / changed |
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Place: …………………
Dated: ……………….
Director
Declaration under Sec. 164(2) of the Companies Act, 2013
Date: ……………….
To,
The Board of Directors
…………………… Limited,
………………… ( Regd. address of the Company)
Dear Sir(s),
Declaration under Sec. 164(2) of the Companies Act, 2013
I,…………………., Director of ……………………….. Limited (name of the Company), hereby declare and confirm that I am not a Director of a Public Limited Company which:
- Has not filed financial statements or annual returns for any continuous period of three financial years; or
- Has failed to repay the deposits accepted by it or pay interest thereon or to redeem any debentures on the due date or pay interest due thereon or pay any dividend declared and such failure to pay or redeem continues for one year or more.
Further, I have obtained a confirmation of compliance with the provisions of Section 164(2) of the Companies Act, 2013 from all the Companies in which I hold the office of Director.
Thanking you,
Yours faithfully,
………(name of the Director)
material interest in any transaction
Date : …………….
To,
The Board of Directors
…………………… Limited,
………………… ( Regd. address of the Company)
Dear Sir(s),
I, …………..,(name of the Director) son/daughter of ……………………., resident of ……………………., hereby confirm that I, directly, indirectly, or on behalf of third parties, have no material interest in any transaction or matter directly affecting the Company.
Thanking you,
Yours faithfully,
……………(name of the Director)
compliance with the Code of Conduct
Date : ……………..
To,
The Board of Directors
…………………… Limited,
………………… ( Regd. address of the Company)
Dear Sir(s),
I, …………………., son/daughter of Shri ………………, resident of …………………………., hereby confirm the compliance with the Code of Conduct of the Company for the year 20……….
Thanking you,
Yours faithfully,
…………(name of the Director)
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