Under certain conditions and in certain cases, it is possible that the statutory auditor (CAC) of a company either replaced. Foundation-company-ricard offers you a complete sheet on the means and procedures linked to a replacement of statutory auditor (CAC). THE steps to follow for change this professional are also detailed.
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The court may, if it deems it necessary, order the appointment of a new auditor incumbent and a new alternate auditor.
Reasons for changing auditors
The expiry of the mandate of the statutory auditor (CAC)
All auditor, whether at the time of the creation of the company or thereafter, exercises its mission until the general meeting or the appropriate body has ruled on the accounts of the sixth exercise.
During this meeting, and if the company is still legally required to have an auditor, it can decide not to renew the former auditor and from appoint a new without having to justify it.
Footnotes : the mandates of statutory auditors of companies whose securities are not admitted to regulated markets Peuvent être renewed indefinitely (for companies whose securities are admitted to regulated markets, the mandates of natural person CACs are limited to 6 consecutive financial years).
The recusal of the auditor (CAC)
This procedure is very regulated by law. It allows you to ask the commercial court for the replacement of an auditor on just cause (any fact giving rise to serious suspicion of his competence, honesty, impartiality or independence). It may be requested by one or more shareholders or partners representing at least 5% of share capital, works council, Public minister and l'AMF (for companies whose financial securities are admitted to trading on a regulated market).
The request for recusal must be made within thirty days of the date of the meeting that appointed the auditor concerned. If accepted by the commercial court, the company must appoint a new statutory auditor and a new alternate auditor.
The resignation of the auditor (CAC)
All auditor peut resign from office for legitimate reasons :
- Definitive cessation of activity;
- Compelling personal reason (state of health for example);
- Difficulties in accomplishing the mission that cannot be remedied;
- Occurrence of an event likely to affect the independence or objectivity of the statutory auditor.
On the other hand, it is expressly forbidden for an auditor to resign in order to evade his legal obligations.
when incumbent statutory auditor resigns, alternate statutory auditor replaces him until the end of his mission. The assembly or the competent body will then appoint a new substitute.
The impediment of the auditor (CAC)
For the auditor, it is a matter of finding himself in a situation ofinability to continue its mission for reasons physical ou legal (incompatibility, omission, temporary ban, provisional suspension or cancellation).
If the impediment is final, the functions are ceased and this is the alternate statutory auditor who replaces him until the end of his mission. If the impediment is temporary, the alternate CAC replaces him until the situation causing the incumbent CAC to cease, after the accounts have been approved by the general meeting or the competent body.
The raising of the auditor (CAC)
If you have a fault orpermanent impediment, the auditor may be relieved of his duties. This raising can only take place on Justice decision mainly in the following cases:
- The auditor does not perform or poorly performs his mission;
- He acted in bad faith, with the intention of harming the company;
- He has deliberately breached his legal, regulatory or ethical obligations.
The request for raising may be made before the the Commercial Court by the board of directors or management board, the manager of SNC, SCS, SARL and SCA, the managing director and the deputy managing directors of SA, the chairman of SAS, one or more shareholders or partners representing at least 5% of the share capital , the works council, the public prosecutor or the AMF for companies whose financial securities are admitted to trading on a regulated market.
The court may, if it deems it necessary, order the appointment of a new auditor incumbent and a new alternate auditor.
End of the duties of the statutory auditor
The disappearance of the incumbent auditor entails the cessation of his duties. The alternate statutory auditor is then entrusted with his mission.
Procedures associated with a change of auditor
When it is decided to perform a replacement of auditor for the reasons given below, a general meeting (or other competent body) must meet and take a decision concerning the appointment of a new auditor.
The entity's legal representative must then complete publication formalities and make a deposit with the business formalities centre.
Publication of the change of statutory auditor
To be enforceable against third parties, the commissary change in accounts must be announced in a Newspaper of legal notices (JAL) of the location of the registered office. This is a notice of change of auditor. To find out the required information, please consult: model of legal notice of change of statutory auditor CAC.
Submission of a file to the business formalities center
As soon as the legal announcement is published, a complete file must be completed and sent to the Business Formalities Center (CFE):
- A copy of the minutes of the meeting which noted the replacement of the auditors;
- A copy of the letter from the auditor having accepted his appointment;
- A copy of the certificate of publication in a newspaper of legal announcements;
- A duly completed and signed M3 form;
- A check payable to the registry of the commercial court for the settlement of formalities.
Certain circumstances allow an entity to change auditors. These possibilities are clearly set out by law and must be respected.
What is the role of the CAC?
Answer: The Statutory Auditor (CAC) is a chartered accountant who is responsible for controlling and verifying the accounts of companies and ensuring that their financial information is correct.
When is it necessary to change CAC?
Answer: It is necessary to change auditors (CAC) when the company faces significant changes in its structure, activities or finances. In addition, the CAC must be changed if the contract with the old CAC ends or if the CAC decides to no longer offer its services.
What are the advantages of changing CAC?
Answer: The advantages of changing auditors (CAC) are numerous. A new CAC can offer more tailored business advice, a more rigorous approach to account verification, and more effective control systems. Additionally, a new CAC can also help identify cost savings and improve the company's financial management process.
