Adorable Ltd., incorporated under the Companies Act, 2013 has on its Board, 5 directors and a Managing Director. The company has also appointed a Company Secretary. The financial statements of the company, viz., balance
CS Executive · Company Law · PYQS · December 2015
Adorable Ltd., incorporated under the Companies Act, 2013 has on its Board, 5 directors and a Managing Director. The company has also appointed a Company Secretary. The financial statements of the company, viz., balance sheet and statement of profit and loss for the year ended 31st March, 2015, were authenticated under signatures of one director and the Company Secretary. Referring to the provisions of the Companies Act, 2013, examine the validity of authentication. What shall be your answer in case the company in question is a 'one person company'?
Answer & Explanation:
In the given case the financial statements have been signed by one director and the Company secretary, which is in violation of the above provisions. However if the director so signing is the Chairperson of the company, this would be a valid manner. If the director so signing is not the Chairperson, the financial statement should have been signed by the managing director and another director and in addition by a Chief financial officer if any. Hence, authentication in the given case is not valid. In case of One Person Company's the section provides that the financial statements shall be signed only by one director. Hence in case the company is a One Person Company, the authentication stands valid Reference As per Section 134 of the Companies Act, 2013 Financial statement should be signed on behalf of the board at least by the chairperson of company, where he is duly authorised by the Board or by at least two directors of whom one should be the managing director and chief executive officer, if he is a director in the company, Chief financial officer and Company Secretary, if any in the company.
Topics: Company Law
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