Board of directors must consider annual accounts and approve them before the same are handed over to statutory auditors - Companies Law - Letter: No. 8/22(215)/76‑CL‑V,

Letter: No. 8/22(215)/76 ‑ CL ‑ V, dated 27 ‑ 10 ‑ 1976. Subject:- Board of directors must consider annual accounts and approve them before the same are handed over to statutory auditors In the absence of any specific provisions in section 215, like one in the first proviso to section 292(1), the power of the board of directors cannot be delegated to a committee of directors or some of the directors. In case it becomes necessary to modify the accounts, the board of directors must approve the modified accounts before being passed on to the auditors for the purpose of audit. Normally, a committee of directors is constituted to exercise such powers and perform such duties as relate to day‑to‑day management of business of the company, so that the need for frequent meeting of the board of directors for routine work is obviated and the day‑to‑day work of the company does not suffer for want of, or for the delay in obtaining, the approval of the board of directors. However, the approval of the annual accounts which are to be ultimately placed before the shareholders of the company is not to be treated as a routine or part of day‑to‑day work. Hence, the board of directors must consider the accounts and approve them before the accounts are handed over to the statutory auditor of the company.