(b) any compensation, damages or payments made voluntarily, that is to say, otherwise
than by virtue of a liability such as is referred to in clause (m) of (3) above;
(c) loss of a capital nature including loss on sale of the undertaking or any of the undertakings of the company or of any part thereof not including any e;:ress referred to in the proviso to Section 350 of the written down value of any asset which is sold, discarded, demolished or destroyed over its sale proceeds or its scrap value.
It is important to note here that above provisions do not apply to a private
company unless it is subsidiary of a public company.
~ 14. Who should sign the Directors' Report in the absence of the Chairman of the BOard of Directors?
Ylns. Section 217(4) of the Companies Act, 1956 provides that the report of the Board of Directors and any addendum thereto must be signed by its Chairman, if so authorised in that behalf by the Board, and where he is not so authorised, the report shall be signed by such number of Directors as are required to sign the balance sheet and the profit and loss account of the company by virtue of sub-sections (1) and (2) of Section 215.
As per Section 215, except where in case of a company other than a banking company only one of its directors is for the time being in India, every balance-sheet and profit and loss account of a company shall be signed on behalf of the Board of Directors
(i) in the case of a banking company, by the persons specified in clause (a) or clause (b), as the case may be, of sub-section (2) of Section 29 of the Banking Compaines Act, 1949.
(ii) in the case of any other company by its manager or secretary, if any, and by not less than two directors of the company, one of whom shall be a managing director, where there is one.
Accordingly, where the Chairman has been authorised by the Board to sign the
Directors' Report, no one else shall be empowered to sign the Report in his absence.
~ 15. How would your deal with the following situations under the provisions of the Companies Act, 1956 :
(i) The Board of Directors of a company decides to revise the accounts already
submitted to the auditors of the company which have not yet been approved
by the shareholders in general meeting;
-(ii) The Board of Directors of a company decides to revise the accounts which have
already been adopted by the shareholders in annual general meeting; and
(iii) The Board of Directors of a company decides to prepare the balance sheet
and profit and 1055 account for financial year exceeding twelve months.
[C.A. (Final) May, 1995J
Ylns.
(i) Revision of Accounts Already Submitted to the Auditors
The Board of Directors can revise the accounts and resubmit the same to the Auditor for his report thereon, provided the original accounts have not been placed before the shareholders at the AGM. The Auditors' Report on the revised accounts will be in substitution of his earlier report on the original accounts. However, adequate disclosure as regards the revision of accounts and Auditor's !report shouldbemacte in
the revised accounts and AuditOr5="ReF;orf respectiveIy:" --»
'I
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