Authentication of financial statements

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amaryah123#

professional

23 Points Posted on 20 December 2016

Section 134 of CA, 2013 says , authentication to be done by chairperson of the co. where he is authorised by the board or any 2 directors out of which one shall be the MD and CEO , if he is a director in the company, the CFO and the CS , where appointed - i need to clarify if signing by 2 non executive directors , inspite of there being MD in the co.but unavailable to sign, would be sufficient compliance .( CFO and CS being there to comply with the remaining provision) , pl.s revert

Replies (2)

Pratik Shah

Practising Company Secretary

3263 Points Posted on 20 December 2016

No, if there is a MD in a Company, he has to sign the Financials as per this section.

P C Agrawal

Registered independent director Past Ch

5233 Points Posted on 21 December 2016

Sec.134(1) reads as under:

"The financial statement, including consolidated financial statement, if any, shall be approved by the Board of Directors before they are signed on behalf of the Board at least by the chairperson of the company where he is authorised by the Board or by two directors out of which one shall be managing director and the Chief Executive Officer, if he is a director in the company, the Chief Financial Officer and the company secretary of the company, wherever they are appointed, or in the case of a One Person Company, only by one director, for submission to the auditor for his report thereon."

Thus as per Sec.134 the financials have to be signed by the first category of persons as under:

By the Chairperson (if authorised by the Board - In this case MD need not sign)

By any two directors (including MD, if any. If company has MD, he has to sign)