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A secretarial audit, which refers to a compliance audit, is an effective mechanism connected with the audit of the non-financial aspects of the company. It simply suggests an independent verification of the records, books, papers, and documents of the company in the manner as prescribed by the Companies Act, 2013.
A secretarial audit, which includes corporate compliance management, helps detect non-compliance with the applicable laws and rules and the existence of proper & adequate systems within the company. Moreover, it further helps businesses to accomplish a systematic, disciplined approach used for the evaluation of risk management, control, and governance processes.
Reach out to Corpbiz™ for a free consultation and get reliable support to keep your business compliant with secretarial audit requirements in India. We provide end-to-end guidance and support through our company secretarial audit services.
Corpbiz™, having a team of practising company secretaries, plays a significant role in preparing a detailed report addressed to the firm’s shareholders at the end of the year. Have a look at our findings through company secretarial audit, which might help businesses in securing a compliant management system in the manner as prescribed:
The secretarial audit report, which is a report prepared by a secretarial auditor, typically a practising company secretary (PCS), ensures access to the company’s compliance with various laws and regulations, including the Companies Act of 2013. However, the company secretarial audit report applies to the entities obtaining the report from an independent practising company secretary, as defined under section 204 of the Companies Act, 2013, read along with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are as discussed below:
Have a look at the following benefits of a company secretarial audit conducted for businesses in India:
A company secretarial audit helps protect the interests of customers, employees, revenue, environment, and directors & officers of the company.
A company secretarial audit helps avoid any unwarranted legal actions or compliance risks by law-enforcing agencies and other persons.
A company secretarial audit helps safeguard the interests of stakeholders, including customers, employees, and society, confirming assurance and adherence to the ethical operations of the company.
A company secretarial audit, which ensures strict compliance and ethical business practices, helps businesses establish a good reputation, which enables attracting investors and customers.
A company secretarial audit helps identify weaknesses or vulnerabilities within the company’s internal control system, thereby enhancing the effectiveness of business operations.
The primary beneficiaries of the company secretarial audit, including the company itself, are as listed below:
The different types of company secretarial audits primarily covered under section 204 of the Companies Act, 2013, are as provided below:
The eligibility criteria for preparing a company secretarial audit report in India are as discussed below:
The list of documents needed to conduct a CS professional secretarial audit in India is as follows:
The procedure required for a secretarial audit ensures compliance with the Companies Act and other relevant laws, as stated below:
Appoint a Secretarial Auditor
The procedure initially requires the appointment of a secretarial auditor, which is passed through a resolution in the Board Meeting. Further, the secretarial appointment must be formally informed through a letter of engagement. We will appoint a dedicated secretarial auditor for you.
Conduct Preliminary Assessment
Further, the professional company secretary must hold an initial meeting or preliminary assessment with the key managerial personnel (KMPs) and directors of the company, ensuring discussion of the audit plan and informing others about the same to other staff. Our auditors will conduct a preliminary assessment.
Collect Mandatory Information & Records
After the preliminary assessment, our practising company secretary must ensure the collection of mandatory information and records, including incorporation documents, statutory registers, minutes of meetings, financial statements, and ROC filings, mandatorily required for the secretarial audit.
Examination of Secretarial Records
Once the mandatory information is collected, our practising company secretary must thoroughly examine the company’s secretarial records, including compliance with statutory requirements related to the board meetings, AGMs, issuance of notices, and maintenance of statutory registers.
Verification of ROC Filings
Further, our auditors are needed to verify all mandatory e-forms and returns, such as MGT-7, AOC-4, DIR-12, needed to file the secretarial audit within the prescribed manner accurately.
Review of Compliance with Relevant Laws
The next step involves a thorough review of the company’s compliance with the application laws, including SEBI regulations and other industry-specific legal requirements needed for the secretarial audit.
Draft Secretarial Audit Report
A secretarial audit report in Form MR-3, as prescribed under the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, must be duly drafted by the practising company secretary.
Submission of Secretarial Audit Report
In the final step, our practising company secretary will submit a secretarial audit report along with the mandatory annexure to the Board of Directors as a part of statutory filings.
The secretarial auditor is responsible for verifying the company’s compliance with various laws and regulations. The scope and framework of the secretarial report broadly include but are not limited to, the following key laws and rules made thereunder:
The industries and companies voluntarily conducting a secretarial audit in India are as listed below:
Upon default or contravention of any of the provisions of the secretarial audit by any officer of the company or a practising company secretary, the penalties as prescribed under section 450 of the Companies Act, 2013, apply in the manner as provided below:
If a company officer or a practising company secretary conducting a secretarial audit contravenes the provisions stated in Section 204 (4) of the Companies Act, 2013, it shall be punished with a fine which shall not be less than Rs. 1 lakh but may extend to Rs. 5 lakhs.
The secretarial auditor is required to report fraud in the manner as prescribed under section 143 of the Companies Act. According to Section 447 of the Companies Act, 2013, the fraud reported under the provisions of the Companies Act shall be liable for a minimum imprisonment of 6 months, which may extend to 10 years, along with a fine of thrice the amount of fraud committed.
If a company provides any false report, certificate, return, financial statement, prospectus, statement, or any other document as prescribed under section 448 of the Companies Act, 2013, it shall be held liable for imprisonment and fine, varying depending upon the severity of the false statement and the intent behind it.
Corpbiz™ is a preferred choice of over a thousand companies conducting secretarial audits across India. We help businesses uphold strong corporate governance and avoid regulatory penalties through accurate, expert-driven, and reliable audit services. Connect with Corpbiz™ to experience trusted compliance support, experience, precision, and commitment towards conducting a secretarial audit in India:
Have a look at the answers to the most asked questions about Company Secretarial Audit Services.
Legal Researcher
Written by Neha Dawra. Last updated on Jun 10 2026, 12:38 AM
Neha Dawra has 4+ years of experience in legal research and intellectual property advisory. Her expertise lies in analyzing IP laws, drafting structured legal content, and simplifying complex registration procedures into clear, simple insights.
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