Section 419: Approval and signing of directors' report

Companies Act 2006 · 2006 c. 46View on legislation.gov.uk

Part 15: Accounts and reports — Chapter 5: Directors' report

The directors' report must be approved by the board of directors and signed on behalf of the board by a director or the secretary of the company.

If in preparing the report advantage is taken of the small companies exemption,, it must contain a statement to that effect in a prominent position above the signature.

If a directors' report is approved that does not comply with the requirements of this Act, every director of the company who—

knew that it did not comply, or was reckless as to whether it complied, and
failed to take reasonable steps to secure compliance with those requirements or, as the case may be, to prevent the report from being approved,

commits an offence.

A person guilty of an offence under this section is liable—

on conviction on indictment, to a fine;
on summary conviction, to a fine not exceeding the statutory maximum.

About this text

This legislation text comes from legislation.gov.uk. Contains public sector information licensed under the Open Government Licence v3.0. These source and reuse terms cover the legislation text, not Remedy's commentary.

Reuse reviewed 21 August 2026 under Open Government Licence v3.0.