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Companies Act, 2008 (Act No. 71 of 2008)

Chapter 3 : Enhanced Accountability and Transparency

Part C : Auditors

93. Rights and restricted functions of auditors

 

 

1) The auditor of a company—
a) has the right of access at all times to the accounting records and all books and documents of the company, and is entitled to require from the directors or prescribed officers of the company any information and explanations necessary for the performance of the auditor’s duties;
b) in the case of the auditor of a holding company, has the right of access to all current and former financial statements of any subsidiary of that holding company and is entitled to require from the directors or officers of the holding company or subsidiary any information and explanations in connection with any such statements and in connection with the accounting records, books and documents of the subsidiary as necessary for the performance of the auditor’s duties; and
c) is entitled to—
i) attend any general shareholders meeting;
ii) receive all notices of and other communications relating to any general shareholders meeting; and
iii) be heard at any general shareholders meeting contemplated in this paragraph on any part of the business of the meeting that concerns the auditor’s duties or functions.

 

2) An auditor may apply to a court for an appropriate order to enforce the rights set out in subsection (1)(a) or (b), and a court may—
a) make any order that is just and reasonable to prevent frustration of the auditor’s duties by the company or any of its directors, prescribed officers or employees; and
b) make an order of costs personally against any director or prescribed officer whom the court has found to have willfully and knowingly frustrated, or attempted to frustrate, the performance of the auditor’s functions.

 

3) An auditor appointed by a company may not perform any services for that company—
a) that would place the auditor in a conflict of interest as prescribed or determined by the Independent Regulatory Board for Auditors in terms of section 44(6) of the Auditing Profession Act; or
b) as may be determined by the company’s audit committee in terms of section 94(7)(d).