“Ensure a comprehensive Director’s Report for FY 2022-23 with our detailed checklist covering key aspects such as financial highlights, reserves disclosure, dividends, changes in business nature, material changes, director details, board meetings, compliance with secretarial standards, risk management, CSR, audit committee composition, fraud reporting, and more. This checklist helps companies meet reporting obligations transparently and effectively. Tailored for different types of companies, it ensures accurate and complete information for stakeholders. Don’t miss any crucial detail; follow the checklist for a robust Director’s Report.”
The Director’s Report is a critical component of a company’s annual financial disclosures. It provides stakeholders with a comprehensive overview of the company’s performance, governance, and future prospects. In the financial year 2022-23, specific reporting requirements must be met, depending on the type of company. This article presents a detailed checklist of the points to be included in the Director’s Report for the fiscal year 2022-23.
CHECKLIST OF DIRECTOR’S REPORT [F.Y. 2022-23]
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POINT TO BE INCLUDED IN DIRECTOR’S REPORT |
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| SR. NO. | SECTION & RULE | MATTERS | TYPE OF COMPANY |
| 1. | S. 134 | R. 8A (g) | Financial Summary or Highlights/ Performance & State of Company’s Affair | All |
| 2. | S. 134 | Disclosures of Amounts, If any, Transfer to any Reserves | Other than OPC & Small Co. |
| 3. | S. 134 | S.123 | Dividend | All |
| 4. | S. 134 | Change in Nature of Business | All |
| 5. | S. 134 | R. 8A (h) | Material Changes and Commitment affecting the Financial Position of the Company that occurred between the end of the Financial Year to which the Financial Statements relate and the Date of the Report | All |
| 6. | S. 134 | Details of Subsidiary, Joint Venture or Associate Companies | Other than OPC & Small Co. |
| 7. | S. 134 | R. 8A (i) | Details of Directors appointed/resigned during the year | All |
| 8. | S. 134 | R. 8A (a) | Web Link of Annual Return | All |
| 9. | S. 134 | S. 149 | Independent Directors & Declarations | Other than OPC & Small Co. |
| 10. | S. 134 | R. 8A (b) | Number of Meetings of the Board | All |
| 11. | S. 134 | SS-1 | Compliance of applicable Secretarial Standards | All |
| 12. | S. 134 | R. 8A (c) | Director Responsibility Statement | All |
| 13. | S. 134 | S. 148 | Maintenance of Cost Records | Other than OPC & Small Co. |
| 14. | S. 134 | S. 197 | Company’s Policy relating to Appointment, Payment of Remuneration to Directors and Discharge of their Duties | Other than OPC & Small Co. |
| 15. | S. 134 | Issue of Shares | All |
| 16. | S. 134 | S. 186 | Particulars of Loans, Guarantees or Investments made by the Company | All |
| 17. | S. 134 | S. 188 | Particulars of Contracts or Arrangements made with Related Parties made pursuant to Section 188 of the Companies Act, 2013 | All |
| 18. | S. 134 | Conservation of Energy, Technology absorption, Foreign Exchange earnings and Outgo | All |
| 19. | S. 134 | Statement indicating Development and Implementation of Risk Management Policy | Other than OPC & Small Co. |
| 20. | S. 134 | Disclosures under Sexual Harassment of Women at Workplace (Prevention, prohibition & redressal) Act, 2013 [19] | All |
| 21. | S. 134 | S. 135 | Corporate Social Responsibility | Other than OPC & Small Co. |
| 22. | S. 134 | S. 177 | Disclosure of Composition of Audit Committee | Other than OPC & Small Co. |
| 23. | S. 134 | S. 177 | Vigil Mechanism Policy | Other than OPC & Small Co. |
| 24. | S. 134 | S. 73 | Deposits | All |
| 25. | S. 134 | S. 197 | Information regarding Remuneration of Personnel | Other than OPC & Small Co. |
| 26. | S. 134 | R. 8A (j) | Details of Significant Material orders passed by the Regulators / Courts / Tribunal impacting the going concern Status and Company’s operation in future | All |
| 27. | S. 134 | Internal Financial Controls | Other than OPC & Small Co. |
| 28. | S. 134 | S. 131 | Voluntary Revision of Financial Statements or Board Report | All |
| 29. | S. 134 | S. 139 | Statutory Auditors | All |
| 30. | S. 134 | R. 8A (e) | Explanation or Comments on Qualifications, Reservations or Adverse Remarks or Disclaimers made by the Auditors | All |
| 31. | S. 134 | R. 8A (d) | Details in respect of Frauds Reporting u/s 143(12) by Auditor | All |
| 32. | S. 134 | The Details of Application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 during the year along with their status as at the end of the Financial Year | All |
| 33. | S. 134 | The Details of difference between amount of the Valuation done at the time of one-time settlement and the Valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof | All |
| 34. | S. 134 | Acknowledgement | All |
Conclusion: The Director’s Report for the financial year 2022-23 is a vital document that encapsulates a company’s performance, governance, and compliance with regulatory requirements. Ensuring the inclusion of the points outlined in this comprehensive checklist is essential to meet the reporting obligations effectively and transparently. Companies should carefully adhere to the reporting guidelines based on their type to provide accurate and complete information to stakeholders.
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