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CSEET · Economic and Business Environment · Elements of Corporate Governance

Under section 134 of the Companies Act, 2013, who signs the Board's report and its annexures where the chairperson of the company is not authorised by the Board and the company has more than one director?

If the chairperson is not authorised by the Board, the Board's report and its annexures must be signed by at least two directors, one of whom is a managing director. A sole director signs where there is only one director.

  1. AAt least two directors, one of whom shall be a managing directorCorrect
  2. BThe company secretary alone
  3. CAny one director chosen by lot
  4. DThe statutory auditor

Explanation

Section 134(6) says the Board's report is signed by the authorised chairperson; where he is not so authorised, it is signed by at least two directors, one of whom shall be a managing director, or by the director where there is one director. The other options are not provided for.

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