A board report is an essential document produced by the board of directors of a Company incorporated under Companies Act detailing the requirements of Indian Corporate Laws say, Companies Act, 2013, SEBI (LODR) Regulations, 2015 and various other laws. It explains the company’s financial affairs, including its subsidiaries and associates along with the performance made by the Company in the relevant financial year and future projections budgeted in respect of the company’s business.

Various provisions of the Companies Act, 2013 obligates the board of directors to detail prescribed matters in the board report of the Company apart from the general information which directors themselves want to provide in the report. This report is required to be annexed with Financial Statements in the Annual Report of the Company which is laid before the members in the annual general meeting of the Company.

Following provisions are listed below which details the matters required to be included in Board Report of all Companies for the financial year 2017-2018:

[table id=1 /]

Note:

  1. Disclosure mentioned in point no. 13 to 23 except point 17 & 20 are not applicable to OPC & Small Company
  2. Disclosure mentioned in point no. 13 is not applicable to a government company engaged in producing defence equipment

Other than the disclosures mentioned above, following disclosures, are required to be to be included in Board Report of prescribed class of listed and public companies for the financial year 2017-2018:

[table id=2 /]

Note: Where disclosures referred in provisions mentioned in above tables have been included in the financial statements, such disclosures shall be referred to instead of being repeated in the Board’s report.

The Companies Amendment Act, 2017 has amended certain provisions related to Board Report, the same has been incorporated in the above disclosures. These amendments facilitate ease of business and bring transparency in corporate governance which ultimately enables to show a clear picture to the shareholders.

*Recommendatory Secretarial Standard on Dividend

CS Ritika Ahuja, Knowledge Partner


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