prpri Disclosure under Board of Directors Report Disclosure under Board of Directors Report

Director’s Report is the significant financial document of the Company need to file at the end of the financial year within Specified period in the form of annexure.

Following are the main points need to mention in the Board report as per the prescribed provision of the Companies Act, 2013:

1. Financial results includes both Standalone as well consolidated;

2. State of Company’s affair of the company in brief manner;

3. Material changes and commitment;

4. Number of Board Meeting conducted during the Financial year with the specified dates and quorum;

5. Detail of Director with date of appointment and cessation if done in that particular financial year;

6. Director’s Responsibility Statement;

7. Web-link where Annual return is published;

8. Detail of significant material order passed by regulators/ courts and tribunals;

9. Detail of Fraud reported by Auditor;

10. Comments by the Board on qualification remark by Auditor and Practicing Company Secretary of the company;

11. Statement that company complies with Secretarial Standards specified;

12. Amount carries out in Reserve;

13. Dividend recommendation if any;

14. Particulars of any Loan and Guarantee under Section 186 of the Companies Act, 2013;

15. Change in Nature of Business;

16. Name of Companies which have become or ceased to be associate, subsidiary and Joint Venture of the company during the Financial year of the company;

17. Detail of deposits accepted, unpaid and unclaimed during the Financial year;

18. Foreign Exchange earnings and outgo during the Financial year;

19. Detail of Conservation of energy and technology absorption as mentioned in the rules under the Companies Act, 2013;

20. Detail of Adequacy of the Internal Financial Control;

21. Disclosure of the cost records as specified by CG need to be maintained by the company, whether that has been maintained or not

22. Statement whether company has complied provision relating to Internal Committee under Sexual Harassment of Women at workplace.

23. Particulars of contract with the Related parties as mentioned under the provisions;

24. Statement on the declaration gave by Independent Director;

25. Disclosure about appointment of director and their remuneration and criteria for determining qualification and positive attitude;

26. Detail of Vigil mechanism ( If Company has accepted deposits from public or borrow money from Bank in excess of Rs. 50 crore);

27. Statement indicating development & implementation of Risk Management policy;

28. Details of the Share Capital of the company and details of issue of securities made during the Financial year;

29. Detail of CSR Policy : The detail of report of CSR must be annexed:

Networth > 500 crore
Turnover> 1000 crore
Net Profits > 50 crore

30. Detail of ESOP granted, vested, exercised and lapsed during Financial year;

31. Name of Statutory Auditor of the company and changes in the appointment of the auditor during the Financial year;

32. Name of the Secretarial Auditor and statement that its been attached in case of Outstanding Loan & Borrowing >= 100 crore;

33. Detail of application made or any proceeding pending under IBC during the Financial year.

The Chairperson needs to sign the Board Report of the company and if he is not authorised by the Board then Board Report needs to sign by atleast two director out of which one must be Managing Director of the company.

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