Companies Act 2014 section 324

Approval and signing of statutory financial statements by board of directors

Section 324 sets out the requirements for board approval and signing of statutory financial statements before they may be circulated, published, or filed.

• Directors must be satisfied that statutory financial statements give a true and fair view and comply with the Act (or the IAS Regulation where applicable) before approving them; two directors must sign where there are two or more, or the sole director must sign if there is only one.
• For companies qualifying for the micro companies regime, compliance with the minimum requirements of the Act is presumed to give a true and fair view; companies using the small or micro companies regime must include a prominent statement to that effect on the balance sheet above the directors' signatures.
• Signatures evidencing board approval must appear on the face of the entity balance sheet and any group balance sheet, and every circulated or published copy must state the names of the signing directors.
• Directors who knowingly or recklessly approve financial statements that do not give a true and fair view commit a category 2 offence, and circulating or filing an unsigned balance sheet or one missing the signatories' names is also a category 2 offence for the company and its officers (including shadow and de facto directors).

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