Even the post started with the question related to clause (b) i.e. auditors are unwilling to be reappointed.

No doubt spl notice is required when the present auditors are willing to be reappointed but the Shareholder(s) do not wish to reappoint him.

Should a spl notice still be required if auditors themselves are unwilling for re-appt.?

Hi Sneha, I am attaching the annual reports

1. Arvind Chemical - See page No 6 of the report where the Directors have recommended an auditor instead of the retiring auditor due to the fact that the Existing auditor has expressed his unwillingness.

2. Ranbaxy's Annual Report is quite large for upload here, so i am giving you the link

In the Directors Report a similar recommendation have been made

https://www.ranbaxy.com/investorinformation/annual_pr2008.aspx

Based on my intrepretation and these annual reports you can safely conclude that no 225, no special notice. The Board can recommend a name of the auditor. If the Shareholders are not happy with the name, then they can go via special notice.

That is, the initative lies with the Board and not with the shareholder as in the case of not wanting a willing retiring auditor.

Good Luck

Shiva

Regards,

Priya

Originally posted by : Priya Ajith
	The provisions of section 225 are in respect of the removal of the auditors and special notice is required for such removal. In the above case the Auditors have expressed his unwillingnes hence thereis no question of removal.   The situation comes under proviso to Sec.224 (6) ie casual vacancy caused by resignation of auditor(s). So the vacancy can be filled by the company in a general meeting without a special Notice . Regards, Priya

Disagree but not here to teach.

According to Sec 225 (1) a special notice is required for a resolution at an Annual General Meeting appointing as an auditor a person other than a retiring auditor

Hello Ankur sir..

I have some misunderstanding in Such case

My Problem is that . My company is Publice Limited (Non Listed) Compay. I had appointed new auditor in place or retiring Auditor. so i want to know that such new appointment of Auditor is special business or ordinary business? and in such that whether its requirement of explantory statment u/s 173(2)? attach with Notice? and if its special business than special notice is require? and its attached at the time of filling ROC return of the company? there is any format of such special notice? Please  reply urgent

I want to conirm that u/s. 225 it is provided that the special notice has to be given before AGM by the shareholders. Does it mean only ANNUAL GENARLA MEETING or GENERAL MEETING i.e. can a audior also be appointed in EGM also?

Useful resolutions

https://www.corporatesavvy.in/2013/09/resolutions-format-of-resolutions-under-companies-act-specimen-resolution.html

Thanks a lot