Companies Act 2014 section 332

Approval and signing of directors' report

Section 332 sets out the requirements for the approval and signing of the directors' report and ensures that signatory details appear on every copy that is circulated or filed.

• The directors' report (and group directors' report, if applicable) must be approved by the board and signed by two directors, or by the sole director if the company has only one.
• Every copy of the directors' report that is laid before members, circulated, published or otherwise issued must state the names of the directors who signed the original on behalf of the board.
• It is a category 3 offence if copies are circulated to members, published, or delivered to the Registrar without the original having been properly signed or without the signatories' names appearing on the copy.
• For the purposes of this offence, "officer" extends beyond the usual meaning to include shadow directors and de facto directors.