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Date of signing directors' report

Arunabha Acharya (Assistant Manager - Legal & Secretarial) (76 Points)

29 November 2011

It's a common question I believe, but I would still like to have some clarification. Can a Directors' Report be signed on a date after signing of the Auditors' Report, other conditions like despatching of Directors' Report and Audit Report in time, holding the AGM in time being met? Which sections of Companies Act, 1956 contain such provisions for I feel Section 217 is silent on this.

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10 Replies

Charu Srivastava (Company Secretary) (4210 Points)
Replied 29 November 2011

Yes the Director's Report can be signed after the date of Signing of Auditor's report.But you have to make sure that the Board Meeting is held atleast 24 days before the AGM.

1 Like

Charu Srivastava (Company Secretary) (4210 Points)
Replied 29 November 2011

Yes the Director's Report can be signed after the date of Signing of Auditor's report.But you have to make sure that the Board Meeting is held atleast 21 days before the AGM.

Charu Srivastava (Company Secretary) (4210 Points)
Replied 29 November 2011

Yes the Director's Report can be signed after the date of Signing of Auditor's report.But you have to make sure that the Board Meeting is held atleast 21 days before the AGM.

2 Like

Yogesh Bhandari (CA FINAL Student) (429 Points)
Replied 29 November 2011

Yes the Director's Report can be signed after the date of Signing of Auditor's report.

But it should be signed at BM before sending of Notice to the AGM to the shareholders,, i.e., at least 24 days before AGM.

Yogesh Bhandari (CA FINAL Student) (429 Points)
Replied 29 November 2011

Yes the Directors Report can be signed after the date of Signing of Auditors report But it should be signed at BM before sending of Notice to the AGM to the shareholders,, i.e., at least 24 days before AGM.

1 Like

Diponkar Banerjee (Owner) (38 Points)
Replied 29 November 2011

Yes he can do so provided the date is on or after the date of holding of Board Meeting in which the auditors report is approved,draft notice of AGM is approved and draft Directors Report u/s217 is approved.

The law does not say that the date of auditors report and directors report singing date must be same it can be different but the date of notice of AGM and the directors report date should be same.

For this you may refer Tata Metaliks Annual Report for the year 2010-2011 in which the date of audit report and directors report are different.

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CS MOHIT SALUJA (PRACTICING CS Jalandhar 9914558709) (5155 Points)
Replied 29 January 2012

Dear Banerjee Ji, its not mendatory to have same date for notice and director report., these dates may be different also.

The dates of signing of Balance Sheet, Director report and date of signing of notice can be different. But it is to be noted that balance sheet have to be signed before signing director report and director report should be signed before notice. Means there should not be any situation where the notice is signed first, then director report and then balance sheet.

Because first of all the auditor will sign audit report after completeing the balance sheet then the director will sign the director report where they will mention about the performance of the company on the basis of the balance sheet finalised and then the notice will be signed and sent where by shareholders are asked to attend the AGM and to approve the balance sheet.

And the Notice date should be atleast 21 clear days before teh AGM to be held. Date of receiving and despatch of notice are excluded it means atleast 23 days time gap should be there in sending notice and holding AGM. Director report can be signed before the date of signing of notice.

Please rectify if i am wrong

3 Like

RAJEEV (TRANIEE) (31 Points)
Replied 17 January 2014

I checked TATA Metaliks limited AR. i found that Board Report date and auditors Report date( 3rd May) are same. but notice giving date/ chairman`s message date(27th July) is different.