Director signing off on own expenses and fees

I have become one of the directors of a limited company, which is the management company for the freehold and leasehold of about 20 residential properties. An existing director put in a bill for £900 for personal reimbursements and his own consultancy fee. Relatively high considering the turnover and the fact we employ a separate management company for the day to day running of things. I was asked to sign off on the annual accounts and asked for clarification of this bill, but my requests were ignored and the director signed and approved the accounts himself. Was this legal? Which legislation covers this? Thanks.

I was a director of a limited company for 7 years and I am fairly sure the accounts require signoff from all the executive directors. I dont think that a single director can sign on behalf of everyone or that it is sufficient for one director to sign the accounts. I do remember traipsing around to the other directors to get signatures on end of year accounts.

There can also be non-executive directors and I am not sure about these.
You need to know what type of director you are.

You should call the CRO (www.cro.ie) and ask them these questions. They are very helpful and there are alot of good documents on their website that you should read. They will answer most questions over the phone.

Regardless of the other director signing the accounts, in my opinion the more important issue is who paid him (assuming he has been re-embursed already) ? Who controls the chequebook/bank account. The account will have at least 1 person listed as authorised to write checks/withdraw money (usually the company secretary but it can be anybody) and you need to make sure that who ever is handing over money is doing so with the approval of all the directors. Its too late to quibble about expenses at the end of the year after the money has been paid out.

All directors do not have to sign accounts. Usually it is two when there is more than one director but unless theer is a specific stipulation I believ that one will also be valid.

Who are the shareholders of the company in question?

Woodie said:

All directors do not have to sign accounts. Usually it is two when there is more than one director but unless theer is a specific stipulation I believ that one will also be valid.

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Company Law in Ireland says that every company must have at least two directors.

Accounts must be signed by two directors, and in some case also certified by a director and secretary.

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