# Right of Members to Copies of Audited Financial Statement — Section 136
## 1. Who must receive the documents
A copy of the following must be sent at least 21 days before the general meeting (14 days for a Section 8 company):
- Financial Statements (FS)
- Consolidated Financial Statements (CFS)
- Auditor's report
- Every document required to be attached to the FS
Entitled persons:
- Every member of the company
- Every trustee of debenture-holders
- All other persons entitled to receive notice of general meeting
> Note: If a member asks for a copy of the separate FS of a subsidiary (audited or unaudited), the company must provide it.
## 2. Shorter Notice (less than 21 days)
Documents may be sent with shorter notice if agreed by any one of:
| Company type | Required consent |
|---|---|
| Company with share capital | Majority in number of members holding ≥ 95% of PUSC (with voting rights) |
| Company without share capital | Members holding ≥ 95% of voting power at the meeting |
| Where AGM notice itself is sent on shorter notice | Shorter-notice consent for AGM is sufficient |
## 3. Special Relaxation — Nidhi Company
Notice and FS need NOT be served on members holding shares of face value up to the lower of ₹1,000 or 1% of PUSC, provided:
- A public notice is given in a newspaper circulating in the district of the registered office stating date, time & venue of AGM, AND
- FS (with enclosures) are available for inspection at the registered office and are affixed on the notice board.
## 4. Manner of Sending FS to Members
Companies covered (mandatory electronic mode where applicable):
- Listed Company, OR
- Public company with net worth > ₹1 crore AND turnover > ₹10 crore
| Member holding | Mode of sending |
|---|---|
| Demat form with email registered with depository | Electronic mode |
| Physical form but consented to electronic | Electronic mode |
| All other members | Physical despatch by recognised mode u/s 20 |
Other companies: Sent in any manner permitted under Section 20.
## 5. Listed Company — Deemed Compliance
A listed company is deemed to comply if, at least 21 days before the meeting:
- Copies of documents are available for inspection at the registered office during working hours for 21 days before the meeting, AND
- A statement of salient features (Form AOC-3) OR copy of documents is sent to members & trustees (unless a shareholder asks for the full FS).
## 6. Accounts to be placed on Website (Listed Company)
Must place on its website:
- FS and CFS
- Separate audited accounts of every subsidiary
- All documents required to be attached
Foreign Subsidiary (incorporated outside India):
- If not required to get FS audited → Unaudited FS to be placed.
- If FS is in a language other than English → also place the English translation.
- If foreign subsidiary is required to prepare CFS → such CFS to be placed on website.
## 7. Inspection
The company must allow every member and every trustee of debenture-holders to inspect the above documents at the registered office during business hours.
## 8. Penalty for Default
| Defaulter | Penalty |
|---|---|
| Company | ₹ 25,000 |
| Officer in default | ₹ 5,000 |