law: Companies Act, 2013 
  140.
  
    Removal,
  
  resignation of auditor and giving of special notice.
  1.      The auditor appointed
  
  under section 139 may be removed from his office before the expiry of his term
  
  only by a special resolution of the company, after obtaining the previous
  
  approval of the Central Government in that behalf in the prescribed manner:
  Provided
  
  that before taking any action under this sub-section, the auditor concerned
  
  shall be given a reasonable opportunity of being heard.
  1.     
  2.      The auditor who has
  
  resigned from the company shall file within a period of thirty days from the
  
  date of resignation, a statement in the prescribed form with the company and
  
  the Registrar, and in case of companies referred to in sub-section (5 )
  
  of section 139, the auditor shall also file such statement with the Comptroller
  
  and Auditor-General of India, indicating the reasons and other facts as may be
  
  relevant with regard to his resignation.
  3.      If the auditor does
  
  not comply with sub-section (2 ), he or it shall be punishable with fine
  
  which shall not be less than fifty thousand rupees but which may extend to five
  
  lakh rupees.
  4.     
               
  
   i.        
  
    Special
  
  notice shall be required for a resolution at an annual general meeting
  
  appointing as auditor a person other than a retiring auditor, or providing
  
  expressly that a retiring auditor shall not be re-appointed, except where the
  
  retiring auditor has completed a consecutive tenure of five years or, as the
  
  case may be, ten years, as provided under sub-section (2 ) of section
  
  139.
              
  
   ii.        
  
    On
  
  receipt of notice of such a resolution, the company shall forthwith send a copy
  
  thereof to the retiring auditor.
             
  
   iii.        
  
    Where
  
  notice is given of such a resolution and the retiring auditor makes with
  
  respect thereto representation in writing to the company (not exceeding a
  
  reasonable length) and requests its notification to members of the company, the
  
  company shall, unless the representation is received by it too late for it to
  
  do so,—
  a.     
  
    in
  
  any notice of the resolution given to members of the company, state the fact of
  
  the representation having been made; and
  b.    
  
    send
  
  a copy of the representation to every member of the company to whom notice of
  
  the meeting is sent, whether before or after the receipt of the representation
  
  by the company, and if a copy of the representation is not sent as aforesaid
  
  because it was received too late or because of the company’s default, the
  
  auditor may (without prejudice to his right to be heard orally) require that
  
  the representation shall be read out at the meeting:
  Provided
  
  that if a copy of representation is not sent as aforesaid, a copy thereof shall
  
  be filed with the Registrar:
  Provided
  
  further that if the Tribunal is satisfied on an application either of the
  
  company or of any other aggrieved person that the rights conferred by this
  
  sub-section are being abused by the auditor, then, the copy of the
  
  representation may not be sent and the representation need not be read out at
  
  the meeting.
  1.     
  2.     
  3.     
  4.     
  5.      Without prejudice to
  
  any action under the provisions of this Act or any other law for the time being
  
  in force, the Tribunal either suo motu or on an application made to it
  
  by the Central Government or by any person concerned, if it is satisfied that
  
  the auditor of a company has, whether directly or indirectly, acted in a
  
  fraudulent manner or abetted or colluded in any fraud by, or in relation to,
  
  the company or its directors or officers, it may, by order, direct the company
  
  to change its auditors:
  Provided
  
  that if the application is made by the Central Government and the Tribunal is
  
  satisfied that any change of the auditor is required, it shall within fifteen
  
  days of receipt of such application, make an order that he shall not function
  
  as an auditor and the Central Government may appoint another auditor in his
  
  place:
  Provided
  
  further that an auditor, whether individual or firm, against whom final order has
  
  been passed by the Tribunal under this section shall not be eligible to be
  
  appointed as
  an
  
  auditor of any company for a period of five years from the date of passing of
  
  the order and the auditor shall also be liable for action under section 447.
  Explanation
  
  I  .—It
  
  is hereby clarified that the case of a firm, the liability shall be of the firm
  
  and that of every partner or partners who acted in a fraudulent manner or
  
  abetted or colluded in any fraud by, or in relation to, the company or its
  
  director or officers.
  Explanation
  
  II  .—For
  
  the purposes of this Chapter the word “auditor” includes a firm of auditors.