J
Yes. The accounts need to be presented / discussed / reviewed by the directors at the AGM.... Is it my function to view the accounts and ensure they are correct ...
Yes - the appointment of accountants / auditors to the firm needs discussion at the AGM... is it my function to ensure the accountant who prepares them is qualified to do so? ...
Yes - update yourself on the contents of the memorandum & articles of association of the firm and update yourself on the duties and responsibilities of a director.... Is there anything further I should do now to ensure that I am fulfilling my duties? ...
Yes, but they have already been filed.... Should I ask now to see a copy of the accounts to see if they look correct? ...
Hello,
A friend of mine asked me and 3 others to become directors in his private limited company in which he is the 100% shareholder. We had a meeting with his accountant who is well established and regarded. The accountant talked us through what was required of directors and said that the accounts were all in order. We signed as directors. My friend asked would I be the second signatory on the accounts for the previous year (when I was not a director). I agreed and signed in the office, without ever looking at the accounts.
Since signing I have become nervous in case I have opened myself up to a potential liability. The Director of Corporate Enforcement states that "directors are obliged to carry out their functions with due care and diligence".
My questions are
Is it my function to view the accounts and ensure they are correct or is it my function to ensure the accountant who prepares them is qualified to do so? Is there anything further I should do now to ensure that I am fulfilling my duties? Should I ask now to see a copy of the accounts to see if they look correct?
Any guidance would be appreciated.
P.S. I have no reason to think that my friend has done anything dishonest.
Hi onq,In certain circumstances, single director companies are permitted.
I don't want to sound like a smart-alec but you have an obligation to see and understand them.... I presume I have the right to get a copy of the accounts I have signed?...
I think it may be incumbent upon you to establish the reason(s) for :... I believe the 100% shareholder (who is a director) had a falling out with the previous other directors and they resigned but still work for the company.
Thank you for the replies. It appears to me that I and the other directors have been negligent. I feel that this was naivety on me part but I can see that is not any excuse.
In relation to this statement by ONQ
"You and your fellow directors may have acted impropertly or without care, but I think your attitude and diligence will redress any impropriety by you."
What do ye think I should do now (other than viewing the accounts) to reduce any liability for myself and the other directors.
I presume I have the right to get a copy of the accounts I have signed?
Hi onq,
What would the circumstances be?
If you register the company in the UK the Companies Act 2006 permits a natural person to be a single director company. This measure became law in October 2008.
In Ireland the term is Single Member Company:
[broken link removed]
HTH
ONQ.
my sister is acting as a non shareholding director of the company.,
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