Independent, Compliant & Fully Assured Secretarial Audit
A qualified Company Secretary in Practice evaluates your statutory compliance, governance and records — identifying gaps and delivering a board-ready report under the Companies Act, 2013.
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A fixed professional fee for standard assignments. No hidden costs.
Secretarial Audit Plan
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Suitable For
- Listed & Public Companies
- Companies under Section 204, Companies Act, 2013
- Due diligence, fundraising, M&A or regulatory review
- Companies seeking an independent compliance assessment
Deliverables
- Secretarial Audit Report
- Compliance Observation Report
- Compliance Gap Analysis
- Corrective Action Recommendations
Services Included
- Preliminary Compliance Review
- Statutory Registers & Records
- Board & General Meetings Review
- ROC Filings & Corporate Records
- Director & KMP Compliance
- Share Capital & Corporate Actions
- Provisions under Companies Act, 2013
- Secretarial Standards (SS-1 & SS-2)
- Compliance Gaps & Non-Compliances
- Secretarial Audit Report Preparation
- One Compliance Discussion Meeting
Pricing Conditions
- The company has a single legal entity.
- Financial year records are readily available.
- All statutory registers and corporate records are maintained and accessible.
- The audit pertains to one financial year only.
- There are no major compliance defaults requiring extensive investigation.
- The company operates within India and is governed primarily by the Companies Act, 2013.
Additional Fees May Apply For
- Group / holding-subsidiary or consolidated reviews
- Multiple financial years
- Large-volume transaction audits
- Reconstruction of missing records
- Historical compliance regularization
- Due diligence for investments, acquisitions, IPOs or restructuring
- Industry-specific laws beyond standard scope
- Multiple management meetings or site visits
- Urgent or expedited assignments
Exclusions
- Government Fees
- Filing of Pending ROC Forms
- Secretarial Compliance Rectification
- Legal Opinions
- Representation before ROC, RD, NCLT, SEBI, Stock Exchanges or other authorities
- Statutory Audit & Tax Audit Services
- Drafting or Updating Statutory Registers
- Due Diligence Reports (unless separately engaged)
Disclaimer
The Secretarial Audit shall be conducted based solely on the
documents, records,
information, explanations, and representations provided by the client. NoLegalPaisa and
its associated
professionals shall not be responsible for any inaccuracies, omissions, concealment of
facts, or
incomplete information supplied by the client. The Secretarial Audit Report reflects
compliance status
based on the records made available as on the date of audit and should not be construed
as a guarantee
of future compliance or regulatory approval.
The quoted fee is applicable for
standard
Secretarial Audit assignments and may be revised where the scope of work, complexity,
volume of records,
number of entities, regulatory requirements, or compliance deficiencies exceed normal
audit parameters.
Any out-of-pocket expenses, travel expenses, government fees, taxes, penalties, or
third-party charges
shall be borne separately by the client.
How we work — 6 clear steps
From inquiry to final report — every stage is structured, tracked and guided.
Inquiry & Registration
Secure engagement set up with scope confirmation and a clear audit roadmap.
Free Consultation
Understand your structure, applicability and compliance priorities upfront.
Data & Document Collection
Registers, minutes, filings and approvals gathered through a tracked checklist.
Review & Draft Report
Statutory and governance review; draft Secretarial Audit Report with gap analysis.
Client Review & Revisions
Discussion meeting and revisions to align observations and remedial actions.
Final Report & Support
Issuance of the final report plus advisory on closing identified gaps.
Is Secretarial Audit mandatory for your company?
Complete the 4-step check. Your readiness summary updates live as you answer.
Is your company listed?
Listed companies are mandatorily required to undergo Secretarial Audit.
Threshold tests
Unlisted companies meeting any two of the following must undergo Secretarial Audit.
Company details
Helps us scope the audit and match the right Company Secretary in Practice.
Priority areas
Tell us why this audit matters so we can focus the engagement.
Live Applicability Summary
Updates as you complete each step.
Start from your reality
Whether the audit is mandatory or voluntary, there is a clear guided path for you.
✅ Mandatory audit (thresholds met)
Scope Confirmation
Section 204 applicability confirmed; financial year and entity scope locked.
Auditor Appointment
A Company Secretary in Practice (ICSI-registered) is assigned to your matter.
🔄 Voluntary audit (best practice)
Governance Intake
Objectives mapped — funding, board comfort or pre-IPO readiness.
Engagement Letter
Scope and deliverables agreed; secure document room prepared.
Built for assurance, not just paperwork
Independent, structured and board-ready — secretarial audit done right.
Practising Professionals
Audits conducted by ICSI-registered Company Secretaries with deep corporate-law expertise.
Gap-First Approach
We don't just tick boxes — we surface non-compliances with practical remedial measures.
Confidential & Secure
Controlled access, data minimisation and secure document rooms throughout the engagement.
Digital Discipline
Tracked checklists, versioned drafts and real-time progress — no paperwork chaos.
Board-Ready Reports
Clear MR-3 reporting plus a prioritised action plan your Board can act on immediately.
Predictable Fees
Fixed professional fee for standard scope, with transparent terms for anything beyond.
See how a Secretarial Audit works
A short walkthrough — from applicability to the final MR-3 report.
5-Minute Overview
The full process explained simply.
End-to-End Walkthrough
From applicability to issuance, every step.
Expert Auditors
See how a CS in Practice is matched to your company.
Section 204 Compliant
Report prepared under the Companies Act, 2013.
Easy Guide to Secretarial Audit
Overview, scope, applicability and key provisions — in plain English.
What is a Secretarial Audit?
Secretarial Audit is an independent evaluation of a company's compliance with statutory provisions, regulations and corporate governance best practices under the Companies Act, 2013 and other applicable laws.
It helps the Board, promoters and investors understand whether the company is:
- Timely with statutory filings and maintenance of registers
- Following proper Board processes, resolutions and documentation
- Aligning internal policies and codes of conduct with the law
- Managing risk, disclosures and reporting in a structured way
Scope & Services
Scope includes
- Statutory compliance: annual returns, financial statements, statutory registers and other filings.
- Corporate governance: functioning of the Board and committees, meeting processes and resolution governance.
- Internal policies: adherence to internal codes, ethics guidelines and governance standards.
- Legal & regulatory framework: Companies Act, securities laws, Secretarial Standards and sector regulations.
Services typically provided
- Compliance verification and gap analysis
- Corporate governance review and risk identification
- Detailed Secretarial Audit Report with action plan
- Advisory on remedial steps and ongoing compliance
Applicability & Eligibility
Applicability
- Mandatory for all listed companies
- Mandatory for certain unlisted companies meeting any two of: paid-up capital of ₹50 crore or more; turnover of ₹250 crore or more; aggregate loans/guarantees/borrowings of ₹50 crore or more
- Other companies may voluntarily opt for Secretarial Audit as a governance best practice
Eligibility of the Secretarial Auditor
- Must be a Company Secretary in Practice, registered with ICSI
- Should have sound knowledge of corporate laws and governance
- Must conduct audits in line with the Companies Act, 2013 and applicable rules/standards
Limits, Responsibility & Penalties
Scope limitation
- Mandatory only for companies meeting specified thresholds
- Other companies may not be legally required, but can voluntarily adopt the audit
Responsibility & penalties
- Board & management remain responsible for overall compliance
- The Secretarial Auditor provides an independent assessment
- Failure to conduct a mandatory audit may lead to fines and heightened regulatory scrutiny
Section 204 of the Companies Act, 2013
- Governs the requirement, scope and format of the Secretarial Audit Report
- Ensures the report is prepared and submitted within a stipulated timeframe
- Enables early identification and rectification of discrepancies
Secretarial Audit vs other reviews
| Criterion | Statutory Audit | Secretarial Audit |
|---|---|---|
| Focus | Financial accuracy | Legal & governance compliance |
| Conducted by | Chartered Accountant | CS in Practice (ICSI) |
| Governing law | Companies Act (financials) | Section 204, Companies Act 2013 |
| Output | Auditor's report | Form MR-3 report |
Frequently Asked Questions
Strengthen your compliance with confidence
Independent · Board-Ready · Section 204 Compliant · Companies Act, 2013