Whether authentication of balance sheet and profit and loss account by secretary obligatory and whether secretary renders himself for errors in balance sheet only as officer - Companies Law - No. 8/16(1)/61‑PR,

Circular: No. 8/16(1)/61 ‑ PR, dated 26 ‑ 6 ‑ 1961. Subject:- Whether authentication of balance sheet and profit and loss account by secretary obligatory and whether secretary renders himself for errors in balance sheet only as officer Where a company employs a secretary, that officer usually provides liaison between the board of directors and the executive management of the company. A secretary is also responsible for ensuring due performance by the clerical and other staff of the office of their duties with diligence and accuracy. These responsibilities of the secretary assume greater importance where the company does not have either a managing agent, secretaries and treasurers or a manager. It would, therefore, be only proper that in the absence of a managing agent, secretaries and treasurers or a manager, the secretary should be one of the officers who should authenticate the balance sheet and the profit and loss account of a company testifying to the accuracy of the figures included therein and also to the fulfilment of the formal requirements as to the accounts. It appears that it is for these reasons that the Legislature thought it fit to lay down as a requirement in section 215 that where a company does not have a [managing agent, secretaries and treasurers or] a manager, at least the secretary (if any) must join in authenticating the company s annual accounts.