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Ananta Retail Ltd's financial statements for the year have been approved by the Board. Its chairperson has not been authorised by the Board to sign. The company has a managing director, a CEO, a CFO and a company secretary, all appointed. Under section 134(1), who must sign the financial statement on behalf of the Board for submission to the auditor?

Two directors, one of whom must be the managing director, must sign along with the CEO, CFO and company secretary, since all are appointed and the chairperson is not authorised. Any two directors without the managing director would not satisfy section 134(1).

  1. AAny two directors, along with the CEO, CFO and company secretary
  2. BTwo directors, one of whom is the managing director, along with the CEO, CFO and company secretaryCorrect
  3. COnly the managing director and the CFO
  4. DThe chairperson alone, even without authorisation

Explanation

Section 134(1) provides signing by the chairperson if authorised by the Board, or by two directors of whom one is the managing director, if any, plus the CEO, CFO and company secretary wherever appointed. Since the chairperson is not authorised and all officers are appointed, the second route applies. Two arbitrary directors would omit the managing director requirement.

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