As per Section 134(3)(c) of the Companies Act, 2013, a report by its Board of Directors, including Directors' Responsibility Statement shall be attached to statements laid before a company in general meeting. Explain the

CS Professional · Governance, Risk Management, Compliances and Ethics · PYQS · December 2023
As per Section 134(3)(c) of the Companies Act, 2013, a report by its Board of Directors, including Directors' Responsibility Statement shall be attached to statements laid before a company in general meeting. Explain the matter to be included in Directors Responsibility Statement with particular reference to internal control including internal financial control.

Answer & Explanation:

Section 134(3) (c) of the Companies Act, 2013 provides that there shall be attached to statements laid before a company in general meeting, a report by its Board of Directors, which shall include Directors' Responsibility Statement. In terms of sub-clause (e) of sub- section (5) of section 134 the Directors' Responsibility Statement shall state that - (a) the directors, in the case of a listed company, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively. Explanation . — For the purposes of this clause, the term "internal financial controls" means the policies and procedures adopted by the company for ensuring the orderly and efficient conduct of its business, including adherence to company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information; (b) the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Topics: Company Law

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