Companies Act 2014 section 398

Statutory auditors removed from office: their rights to get notice of, attend and be heard at general meeting

Section 398 sets out the rights of statutory auditors who have been removed from office to receive notice of, attend, and be heard at relevant general meetings of the company, and to have written representations circulated to members.

• Removed auditors may attend the next AGM after their removal and any general meeting proposing to fill the vacancy, receiving all notices and communications a member would receive
• If the removed auditors submit written representations on a relevant resolution in time, the company must inform members that representations have been made and send copies to all members receiving the meeting notice
• Where representations are not circulated — whether due to late receipt or the company's own default — the removed auditors may require them to be read aloud at the meeting
• The court may, on application by the company or any aggrieved person, override these rights if satisfied they are being abused to publicise defamatory material, and may order the removed auditors to pay the company's costs even if they are not a party to the application