Section 314, The Companies Act, 2009

(1) An auditor of a company may resign his office bydepositing a notice in writing to that effect at the company’s registered office; and the notice shall operate to bring his term of office to an end on the date on which the notice is served, or on such later date as may be specified in the notice. (2) An auditor’s notice of resignation shall not be effective unless it contains either– (a) a statement to the effect that there are no circumstances connected with his resignation which he considers should be brought to the notice of the members or creditors of the company; or (b) a statement of such circumstances as are mentioned in paragraph (a) (3) Where a notice under this section is served at a company’s registered office, the company shall, within 14 days send a copy of the notice– (a) to the Commission; and (b) if the notice contains a statement under paragraph (b) of subsection (2), to every person who under section 295 is entitled to be sent copies of the financial statements. (4) The company or any person claiming to be aggrieved may, within 14 days of the receipt by the company of a notice containing a statement under paragraph (b) of subsection (2), apply to the court for an order under subsection (5). (5) If, on such an application the court is satisfied that the auditor is using the notice to secure needless publicity for a defamatory matter, it may, by order, direct that copies of the notice need not be sent out; and the court may further order the company’s costs on the application to be paid in whole or in part by the auditor, notwithstanding that he is not a party to the application. (6) The company shall, within 14 days of the court’s decision, send to the persons mentioned in subsection (3)– (a) if the court makes an order under subsection (5), a statement setting out the effect of the order; (b) if not, a copy of the notice containing the statement under paragraph (b) of subsection (2). (7) If default is made in complying with the provisions of subsection (3) or (6), the company and every officer of it who is in default shall be guilty of an offence and be liable to a daily default fine of Le.500,000