Who must approve the financial statements of an entity?
Mandatory Requirements:
(1)A company's annual accounts must be approved by the board of directors and signed on behalf of the board by a director of the company. (2)The signature must be on the company's balance sheet.
“(1) 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 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, if any, and ...
The board of directors must approve the financial statements; and. The financial statements must be signed by a director who has been authorised by the board to do so.
Signing-off on financial statements is one of the key responsibilities discharged by company directors under the Corporations Act 2001 (Cth).
Introduction. Section 414(1) of the Companies Act 2006 (the “Act”) requires that “A company's annual accounts must be approved by the board of directors and signed on behalf of the board by a director of the company”.
178 (1) The directors of a corporation shall approve the financial statements referred to in section 172 and the approval shall be evidenced by the manual signature of one or more directors or a facsimile of the signatures reproduced in the statements.
The Chief Executive Officer and all senior financial officers are responsible for full, fair, accurate, timely, and understandable disclosure in the periodic reports required to be filed by the Company with the SEC.
A company's annual accounts must be approved by the board of Directors and signed on behalf of the board by a Director of the company. The Director's signature must be on the company's balance sheet.
Company law requires the Directors to prepare financial statements for each financial year.
What is the director's responsibility of the financial statements?
Directors should read, understand and enquire into the form and content of the financial statements to ensure that the financial information presented is clear, complete and consistent with their understanding.
The directors' responsibility includes: designing, implementing and maintaining internal controls relevant to the preparation and fair presentation of these financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making ...
The board should regularly review the organization's: Income statement showing income and expenses for the period compared to budget; Balance sheet showing assets and liabilities; Budget, which should be based on programmatic plans and should be approved annually by the board before the start of the fiscal year.
The CEO is the highest-ranking role in the organization. CEOs and CFOs are not equal in the organizational hierarchy, despite both having 'Chief' in their titles. Generally, the CEO reports to the board of directors, whereas the CFO reports to the CEO.
The Chief Executive Officer shall be responsible for the exercise of the powers and the discharge of the duties of the Corporation that are not reserved to the Board, and shall have authority and control over all personnel of the Corporation, except as provided in section 414 of title 5.
Annual and Quarterly Reports
Your company's CEO and CFO must certify the financial and certain other information contained in annual reports on Form 10-K and quarterly reports on Form 10-Q.
Although not all directors are required to approve the accounts, they do all need to sign a formal statement that all relevant information has been given to the accountants/auditors. If a director is not convinced about this information being a true and fair view, they are unlikely to be willing to sign the statement.
The Board is required to approve company accounts but unable to meet in person. The board can seek to hold a meeting by electronic means (e.g. by telephone or video conference).
Unless exempt, corporations, partnerships, or individuals with gross annual sales of more than PHP3 million are required to submit an AFS to the BIR each year. The AFS will be filed as an attachment to the company's annual income tax return, or AITR.
Under section 152(5) of the Companies Act, 2013, a person appointed as a director shall not act as a director unless he gives his consent to hold the office as director and such consent has been filed with the Registrar within thirty days of his appointment in such manner as may be prescribed.
Which contracts must be approved by the board of directors?
- amendments to the certificate of incorporation or bylaws;
- equity grants or transfers (whether stock, options or warrants);
- distributions to stockholders;
- borrowing or lending money;
- adopting an annual budget;
- hiring or terminating members of senior management (or amending the terms of their employment);
Presentation of the audit report to the board of directors
During the meeting that the board of directors receives the independent audit, the appropriate action for the agenda is for the board of directors to "accept" the auditor's report and letter to management, rather than "approve" them.
There are usually provisions which require certain matters to be approved by all the directors/shareholders before being acted upon, for instance, varying the salary of any directors, entering substantial business contracts or commencing legal proceedings.
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