Handbook on Secretarial Audit

This book serves as an extensive, yet concise, handbook on Secretarial Audit, addressing a wide array of topics, including:

The Significance and Advantages of Secretarial Audit
Detailed Procedures and Subtleties of the Audit Process
Guidelines and Safeguards for Certain Issues
Critical Considerations and Factors to be Included
The Obligations of the Secretarial Auditor in Identifying and Addressing Fraud
Aspects of Quality Assurance in Secretarial Audit
Exploring the Impact of Secretarial Audit on:
Corporate Leadership and Governance
Strategic Planning and Execution in Business
Advancing Sustainability and Responsible Practices
The book will be helpful for Company Secretaries (both in employment and practice), other key managerial personnel (KMPs) and senior management who deal with compliance and governance aspects in their day-to-day professional life. It will also be helpful for stakeholders perusing secretarial audit reports and boards of companies.

The Present Publication is the latest 2023 edition and has been amended upto October 2023. This book is authored by CS Usha Ganapathy Subramanian, CS A Sekar, and Dr Ranjith Krishnan with the following noteworthy features:

[Integration of Essential Components], which includes:
Crucial elements from Auditing Standards
Insights from Guidance Notes
Contents from the Manual issued by the ICSI
[Author’s Contributions] The authors have added their insights and knowledge from extensive experience. They have also input the findings from a thorough research
[360° Coverage], which includes:
Stakeholder Expectations – The book is customised to meet what stakeholders in Secretarial Audit anticipate
Legislative Requirements – It also addresses and complies with the demands of lawmakers
Corporate Needs – The content is crafted to cater to the necessities of corporates w.r.t. to Secretarial Audit
Ground-Level Challenges – The book tackles the challenges faced by Secretarial Auditors in practical scenarios
The detailed contents of the book are as follows:

Introductory Chapter
The Need for Assurance on Compliance
Evolution of Provisions Relating to Assurance on Compliance
Framework for Assurance on Compliance under the Companies Act, 2013
Definition of Secretarial Audit
Mandatory Requirement for Secretarial Audit
The Case for Voluntary Adoption of Secretarial Audit
Benefits of Secretarial Audit
Who can perform Secretarial Audit?
Literature on Secretarial Audit
Secretarial Audit and Secretarial Auditor
The Concept of Audit
An Overview of the Various Audits under the Companies Act, 2013
Nature of Secretarial Audit
Scope of Secretarial Audit
The Contours of Responsibility of the Secretarial Auditor
Appointment, Qualification and Independence of a Secretarial Auditor
Powers of a Secretarial Auditor
Stages of Secretarial Audit
Factors Involved in Planning and Performing an Audit
Stages of an Audit
ICSI Auditing Standards
Matters relating to Professional Misconduct while Obtaining Professional Work
Acceptance of Secretarial Audit Engagement
Planning the Audit
Audit Documentation
Understanding the Environment
Assessing the Risks
Determining Materiality
Performing Various Audit Procedures
Evaluating Audit Evidence
Forming an Opinion
Drafting and Submitting the Secretarial Audit Report
Presence at AGM
Understanding the Company’s Environment, Internal Controls and Preliminary Review of Documents
Understanding the Entity and its Environment
Internal Controls and Compliance Systems
Relying on the Work of Other Professionals
Access to Books of Account and other Records
Preliminary Examination of Filings for New Clients – Master Information
Previous Years’ Financial Statements
Part I – Current File and Corporate Laws
Compilation of Information for Current File
Matters to be verified under Corporate Laws
Part II – Securities Laws, FEMA Regulations, Other Applicable Laws, and Other Aspects
Securities Market Regulations
FEMA, 1999 and the Rules and Regulations thereunder
Other Specifically Applicable Laws
Adequacy and effectiveness of systems in place to ensure compliance with general laws
Governance Aspects
Other Aspects
Auditors’ Responsibility in Respect of Fraud
What is fraud?
A Study of Responsibility in Relation to Frauds
Areas requiring in-depth focus in fraud detection
Evaluation of Audit Evidence, Forming of Opinion and Preparation of Secretarial Audit Report
Evaluating Audit Evidence
Forming an opinion
Process for Forming of Opinion
Management Representation Letter
Unmodified/Modified Opinion
Limitations on the Scope of Audit
Auditor’s Responsibility
Format of Report
Ensuring Quality Control in Secretarial Audit
Quality Control
The ICSI Manual on Quality Control Processes
Components Necessary for Establishing Quality in a Firm’s Functioning
Internal Quality Control Aspects
Quality in Client Interaction
Quality Considerations Specific to Secretarial Audit
Role of Secretarial Audit in Corporate Governance, Strategy and Sustainability
Secretarial Audit and Corporate Governance
Secretarial Audit and Strategy
Secretarial Audit and Sustainability