Form 34B Companies Act 1956 Template

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Form No. 34B of the Companies Act, 1956 Format

Need a precise and compliant Form No. 34B of the Companies Act, 1956 format to notify the Regional Director about exceeding audit appointment limits? Download our ready-to-use, customizable legal template in PDF or Word format today for seamless compliance in India.

Form No. 34B is a mandatory notice prescribed under the Companies (Central Government's) General Rules and Forms, 1956, linked to Section 224(1B) of the Companies Act, 1956. It is used by auditors or audit firms when they are proposed to be appointed as auditors for a company, but they have already reached or exceeded the permissible limit of 20 company audits (or 30 for private companies). This form ensures transparency and prevents over-auditing by informing the Regional Director (now Central Government authority) promptly.

Why is Form No. 34B Important?

Under the Companies Act, 1956, auditors must adhere to strict limits on the number of audits they can undertake to maintain quality and independence. Failing to file Form No. 34B within 7 days of receiving notice of proposed appointment can lead to penalties, disqualification, or invalidation of the appointment. This form protects stakeholders by upholding audit standards, especially in the Indian corporate landscape where compliance with MCA (Ministry of Corporate Affairs) rules is crucial. It's essential for business continuity, avoiding legal disputes, and ensuring your auditing practice remains ethical and regulation-compliant.

Key Elements of Form No. 34B Format

Our Form No. 34B of the Companies Act, 1956 sample includes all required fields for accuracy:

Auditor's Details: Name, address, membership number, and firm details (if applicable).
Company Details: Name, CIN, registered office where appointment is proposed.
Audit Limit Information: List of companies already audited by the auditor, including public/private classification and whether limits are exceeded.
Declaration: Statement confirming the exceedance and request for approval or waiver.
Attachments: Supporting documents like list of audits and certificates.
Signature and Date: By the auditor with verification.

This ready-to-use format ensures nothing is missed, saving you time and reducing errors.

Who Should Use Form No. 34B?

Primarily for:

Chartered Accountants (CAs) and audit firms in India appointed beyond 20 public company audits.
Companies proposing such auditors, to facilitate smooth board resolutions.
Professionals handling corporate compliance under the Companies Act, 1956 (still relevant for legacy filings or transitions to 2013 Act).

Common use cases include growing audit practices, mergers where audit portfolios consolidate, or high-volume private company audits. It's vital for CS, CA firms, and company secretaries managing ROC (Registrar of Companies) filings.

Download Form No. 34B Format Now

Get instant access to our free download of Form No. 34B of the Companies Act, 1956 in editable Word or PDF format. Customize it effortlessly with our AI-powered tools or opt for premium legal-vetted versions tailored to your needs. Perfect for quick filings with the Regional Director or MCA portal.

Customize and Get Legal Help

While our Form No. 34B legal template is designed to meet court/company requirements, it's recommended to consult a qualified CA or lawyer for specific advice. Use our AI customization service for personalized tweaks or upgrade to professionally drafted versions. Explore related formats like Form 23, Form 32A, or other Companies Act templates for comprehensive compliance. Stay audit-ready with our India-specific, SEO-optimized legal document resources—free download, ready to use, and fully customizable.

FORM NO. 34B OF THE COMPANIES ACT, 1956

Non-Judicial

FORM No. 34B

Registration No. of the company_______ Nominal capital Rs_______.

COMPANIES ACT, 1956

Form of application to the Central Government for purchase by

companies of shares of other companies

(Please see section 372)

Instructions

Application complete in all respects to be sent to the Secretary, Department of Company Affairs, Government of India, Shastri Bhawan, 5th Floor "A" Wing, New Delhi- 1 1 0 00 1.

The application Form should be accompanied by the requisite amount of fee/evidences of payment of fee paid in terms of the Companies (Fees on Applications) Rules, 1968. Fee be preferably paid by Bank Draft/Banker's Cheque in favour of the "Pay and Accounts Officer, Department of Company Affairs, New Delhi", payable at Delhi.

Authorised Capital of the Company Rs__________.
Amount of fee paid Rs Rs__________.
Details of DD/Bankers' Cheque /Challan:

Bank:

Station..

No.:

Date:

Particulars	Investing Company(Applicant Company)	Other body Corporate (Investee Company)
1	2	3
Name and address
Existing and proposed business
Shareholding pattern and Management Structure	(to be attached alongwith the application)	(to be attached alongwith the application)
Whether listed
Details of the proposed investment (Indicate number of shares to be acquired, face value, premium (if any) and total value).
Sources from which investment is proposed to be funded
		Amount Rs./US
(a) From Internal Accruals: (b) By expanding capital base: (c) EXIM Bank Loan: (a) By transfer Assets/Property/Undertaking. (e) Any other method (to be specified):
Total:
Whether the Members and the Board of Directors of the Applicant company have Passed Resolutions, as required under sections 372(4) and (5) for making the proposed investment
In case the investee company is going to take up a new project: indicate broad areas of operation.
Valuation of Shares of the investee company:(To be submitted where shares are being acquired at a premium or when the investee company is a loss making company. A Certificate from a Chartered Accountant/Approved Valuer to be attached)
(i) Market Value: (ii) Yield Value: (iii) Break-up Value: (iv) Fair Value:
Justification for purchase of shares at premium/higher value than fair value.
Availability of funds with the applicant company:
	As on

Details	Amount	Remarks
1	2	3
Subscribed capital/paid up capital Free reserves (to be listed) Total: Loan/deposits already lent by the Company Existing investments Investment involved in this proposal Total (d + e + f) Percentage of Column (g) in relation to Column (h)
If the applicant company already holds shares of the investee company, indicate the percentage of this holding with, reference to total paid up share capital of the investee company. Indicate the percentage of shares applicant company will hold in the investee company after the proposed investment takes place
Whether there has been any default in the repayment of any deposit or part thereof or any interest thereupon in accordance with the terms and conditions of such deposit referred to in section 58A of the Companies Act, 1956. If yes, the details thereof
List of documents to be attached, (to the extent applicable) (1) Latest available Audited Accounts with Auditors Report and Directors? Report of both the applicant company and the investee company. (2) Copies of the resolutions passed under section 372(4) and section 372(5) by the applicant company. (3) A copy of the resolution under section 8 1 (1 A) passed by the investee company. (4) Copies of approval of Foreign Collaboration agreement by Ministry of Industry, and approval of Reserve Bank of India. (5) Copy of the resolution(s) under section 293 where transfer of undertakings is involved.

Verification

It is hereby certified that the information given above and in the attached documents are true to the best of my knowledge and belief.

Place: Signature:

Date: Name:

SEAL Designation:

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Important Guidelines

Guidelines for Drafting FORM NO. 34B OF THE COMPANIES ACT, 1956

Form No. 34B is used under the Companies Act, 1956, for filing a petition to the Company Law Board for rectification of the register of members. Follow these guidelines for effective drafting:

Accurate Information: Provide precise details about the company, the petitioner, and the particulars of the alleged error in the register of members. Accuracy is crucial for legal compliance.

Grounds for Rectification: Clearly state the grounds on which rectification is sought. Include supporting documentation and ensure it aligns with legal provisions.

Legal Compliance: Ensure the form adheres to the legal requirements specified in the Companies Act, 1956, for rectification of the register of members. Seek legal advice to confirm compliance.

Board Resolution: If applicable, include a board resolution supporting the petition for rectification. Document the resolution in compliance with legal formalities.

Common Mistakes to Avoid:

Incomplete Information: Fill out all sections of Form No. 34B thoroughly. Any omissions or incomplete details may lead to rejection or delays in processing.

Mismatched Information: Ensure consistency across the form. Information in different sections should align to avoid discrepancies.

Failure to Attach Necessary Documents: Include all required supporting documents, such as evidence of the alleged error and any other documents specified in the form. Failure to do so may result in non-compliance.

Ignoring Legal Formalities: Be aware of the specific legal formalities and timelines associated with filing the petition. Failure to comply may result in legal complications.

Form No. 34B is crucial for companies seeking rectification of their register of members. Adherence to these guidelines ensures a comprehensive and accurate filing, minimizing the risk of legal complications and promoting regulatory compliance.

Frequently asked questions

What is Form No. 34B under the Companies Act, 1956?→

Form No. 34B is a notice filed by companies to inform the Registrar of Companies (ROC) about the address where books of account are maintained, as required under Section 209(1) of the Companies Act, 1956, when kept outside the registered office in India.

Is Form 34B still legally valid in India after the Companies Act, 2013?→

The Companies Act, 1956 forms like 34B are largely superseded by the 2013 Act; use updated e-Forms (e.g., via MCA portal) for new filings. Consult ROC for legacy companies or specific compliance in India.

Does filing Form No. 34B require stamp duty or court fees in India?→

No stamp duty is typically required for Form 34B as it's a statutory notice to ROC. However, check state-specific rules and ROC filing fees applicable in India.

In what format can I download Form No. 34B?→

Form No. 34B is available for free download in editable Word and non-editable PDF formats from legal template sites, ideal for Indian company compliance.

Can I customize or edit Form No. 34B before filing?→

Yes, the Word version of Form 34B is fully customizable; insert company details, address, and director signatures before submission to ROC in India.

Who should file Form 34B and when is it required?→

Indian companies maintaining books of account at a place other than the registered office must file Form 34B within 7 days of the board's decision, ensuring legal compliance under the Act.