When should directors notarize the statement?

Notarization is typically not required for directors’ financial statements unless a third party or specific jurisdiction demands a notarized affidavit; verify contractual and state requirements before notarizing.

Can the statement be signed electronically?

Yes. Under the ESIGN Act (15 U.S.C. ch. 96) and UETA in most states, eSignatures are enforceable if intent, consent, attribution, and record retention are established.

What authentication level is recommended?

Use email + SMS or SSO for routine corporate statements; use stronger multi-factor or identity proofing for high‑risk financings or regulator-specified attestations.

How long must we keep the signed statement?

Keep for the active term plus at least 3 years; follow industry-specific rules such as HIPAA’s 6-year requirement when PHI is involved (45 CFR §164.530(j)).

Who can sign on behalf of the board?

Signers must be authorized by board resolution or corporate bylaws; include capacity language (e.g., 'Director') adjacent to each signature to confirm authority.

What if a director’s name is entered incorrectly?

Mismatched names can impair enforceability and delay acceptance by lenders; correct errors with an executed amendment or re-execution and document the correction process.

Electronic Signature
Templates
Finance
Financial Statement by Directors

Financial Statement by Directors

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

FINANCIAL STATEMENT BY DIRECTORS

Reporting Period

Reporting period from to .

Directors' Statement

We, the undersigned directors of (the Company), hereby confirm that the accompanying financial statements and accompanying notes present fairly, in all material respects, the financial position of the Company as at the end of the reporting period and the results of its operations, changes in equity and cash flows for the period in accordance with the applicable financial reporting framework selected below.

The directors are responsible for the preparation of these financial statements and for such internal controls as the directors determine are necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. The directors confirm that, to the best of their knowledge and belief, there have been no material transactions entered into by the Company during the period which are unusual in their nature or conditions and which are not disclosed in the notes.

Statement of Financial Position — Summary

Description	Current Period	Prior Period
Cash and cash equivalents
Trade and other receivables
Inventory
Property, plant and equipment (net)
Total Assets

Trade and other payables
Short-term borrowings
Long-term debt
Total Liabilities

Issued share capital
Retained earnings
Total Equity
Total Liabilities and Equity

Accounting Basis and Policies

The financial statements have been prepared on the basis described below and in accordance with the financial reporting framework selected by the directors.

Applicable Financial Reporting Framework (select one or more)

International Financial Reporting Standards (IFRS)
Local Generally Accepted Accounting Practice
Other

Notes and Significant Accounting Policies

Directors' Representations and Solvency Declaration

The directors hereby represent that, having made all reasonable enquiries, to the best of their knowledge:

The financial statements are free from material misstatement and comply with the selected financial reporting framework;
The Company is able to pay its debts as they fall due for a period of not less than twelve months from the date of this declaration; and
All material related-party transactions and contingent liabilities have been disclosed in the notes to the financial statements.

Solvency Declaration (confirm)

The directors confirm the Company is solvent and will be able to meet its liabilities as they become due for the next 12 months.

Independent Review / Audit

Has the financial statement been subject to external audit or review?

Yes No

External Auditor or Reviewer Date of Auditor's Report (if applicable)

Additional Disclosures

Significant Subsequent Events Additional Notes / Terms & Conditions

Director Certifications

Each director signing below certifies that they have read the financial statements and declarations contained herein, that the statements give a true and fair view of the financial affairs of the Company, and that the director is authorised by the board to make this certification on behalf of the Company.

Director 1 — Printed name:

By:

Date:

Director 2 — Printed name:

By:

Date:

What a Financial Statement by Directors Is and When It’s Used

A Financial Statement by Directors is a formal document prepared and signed by company directors that discloses a corporation’s or specific officers’ financial position, related-party transactions, liabilities, and solvency opinions. It commonly supports corporate actions such as mergers, acquisitions, loan applications, statutory filings, solvency attestations, or internal board assessments. The statement can be standalone or accompany audited financials, and it documents director-level representations about accounts, contingent liabilities, and material events that could affect creditors or shareholders. Formatting and required detail vary by jurisdiction and by the company’s governing documents.

Why This Document Matters for Corporate Governance

The Financial Statement by Directors provides an auditable record of director representations about the company’s finances, supports legal and regulatory compliance, and helps lenders, auditors, and stakeholders assess solvency and disclosure adequacy.

Core Elements to Include in a Professional Statement

A comprehensive directors’ financial statement balances legal accuracy with clear presentation. The following elements are common and often required by lenders, auditors, or regulatory filings.

Identification

Company name, legal entity identifier, jurisdiction of incorporation, and director names with titles and capacities.

Period Covered

Reporting date or period (MM/DD/YYYY) and whether figures are as-of a balance sheet date or on a pro forma basis.

Financial Summary

Condensed balance sheet and income statement highlights, liquidity measures, and net working capital as applicable.

Contingent Liabilities

Disclosure of pending litigation, guarantees, letters of credit, tax exposures, and potential off‑balance-sheet obligations.

Related-Party Transactions

Description of material transactions involving directors, officers, or affiliates, including amounts and terms.

Director Representations

Signed attestations on accuracy, material changes since the reporting date, and any insolvency or going-concern concerns.

Step-by-Step: Preparing and Signing the Statement

Follow these sequential steps to prepare a clear, legally defensible directors’ financial statement.

01

Gather Records: Collect financial statements, board minutes, loan agreements, and related-party contracts.
02

Draft Statement: Populate identification, period, financial summary, and disclosures using current data.
03

Board Review: Present draft to the board or audit committee for discussion and approval.
04

Sign and Date: Directors sign in their official capacity; record signature dates and retain copies.

Configuring an Online Workflow for Completion

An electronic workflow streamlines preparation, review, and archival while preserving an audit trail and signer attribution.

Field	Configuration
Document Template	Set non-editable header fields and editable disclosure sections for consistency.
Signer Order	Define sequential or parallel signing depending on board practice.
Authentication	Choose email, SMS code, or stronger multi-factor authentication for high-risk signers.
Retention Policy	Automate archival and export to PDF/A with audit trail after final signature.

Where to Send or File the Signed Statement

After signatures, route the final signed statement to parties who rely on it and to regulatory or corporate records as required.

Internal Records: Place final PDF and audit trail in corporate minute books and records repository.
Lenders and Auditors: Send certified electronic copies to lenders, auditors, or trustees as contractually required.
Regulatory Filing: Submit only when expressly required by statute or regulator, per jurisdictional rules.
Shareholders: Provide copies to shareholders or creditors when the corporate charter or statutes require disclosure.

Digital Signing Options and Integration Considerations

Select a platform that supports secure eSignatures, audit trails, and integration with your document repository.

File Formats: PDF, DOCX supported for upload and final signed export.
Integrations: Common integrations: Salesforce, NetSuite, Microsoft 365, Google Workspace.
Authentication: Email link, SMS code, KBA, or SSO depending on risk profile.

Typical Timing and Deadlines to Watch

Timing depends on the corporate action that triggers the statement. These are common deadlines and expectations.

Board Meeting Deadlines:

Circulate drafts at least 7–14 days before board approval meetings.

Lender Requests:

Lenders frequently require statements concurrent with loan closings or covenant certifications.

Audit Cycles:

Provide statements during audit fieldwork or at fiscal year-end for financial statement support.

Regulatory Triggers:

File or deliver when statutes or contracts specifically require a directors’ attestation.

Record Retention Start:

Retention typically begins on signature date or reporting date, whichever is earlier.

Key Processing Milestones from Draft to Archive

A sequenced milestone list clarifies responsibilities and expected timing from preparation through secure storage.

01

Draft Prepared

Compile data and prepare draft for internal review.

02

Committee Review

Audit committee or finance team reviews disclosures and requests clarifications.

03

Board Approval

Board formally approves content and authorizes signers to execute.

04

Signed and Archived

Obtain signatures, export final PDF/A, and archive with the audit trail.

Common Mistakes to Avoid When Preparing the Statement

Using inconsistent company names across supporting schedules, which can cause lender or auditor rejection.
Omitting material related-party transactions or guarantees, creating disclosure gaps and legal risk.
Failing to date signatures correctly, which can affect the effective date and subsequent-event disclosures.
Not retaining a verifiable audit trail of approvals and signatures, weakening legal defensibility.

Legal and Financial Risks of Incorrect or Misleading Statements

Contractual Breach: May trigger lender default remedies and acceleration of debt.

Regulatory Penalties: Potential fines or enforcement actions if regulators rely on inaccurate statements.

Director Liability: Directors could face fiduciary claims for negligent or knowingly false representations.

Audit Qualifications: Auditors may qualify opinions or require restatements, harming credibility.

Tax Exposure: Inaccurate financial data can lead to IRS adjustments and penalties under IRC §6501(a).

Reputational Harm: Stakeholder trust and market position can suffer from disclosure failures.

eSignature Pricing and Feature Comparison for Completing This Document

A neutral comparison of common vendor starting prices and compliance capabilities relevant to sensitive corporate statements.

	signNow	DocuSign	Adobe Sign	PandaDoc	HelloSign
Starting Price	$8/user/mo	$15/user/mo	$14/user/mo	$19/user/mo	$15/user/mo
Free Trial	7-day trial	No	No	No	No
Bulk Send	Yes	Yes	Yes	Yes	No
Audit Trail	Yes	Yes	Yes	Yes	Yes
Envelope Cap / Limits	No envelope cap	100 envelopes/user/year	Varies by plan	Varies by plan	Varies by plan

Sample Use Cases from Practice

Real-world examples show how directors’ statements support transactions and governance.

Optica Ventures — Loan Close

Board prepared a solvency attestation for a credit facility

Directors summarized contingent guarantees
The signed statement enabled on-time lender disbursement with documented audit trail for the bank and auditors.

Fertility Centers of Illinois — Corporate Restructure

Directors provided financial schedules to support asset reallocation

Related-party leases disclosed
The statement was used by counsel to confirm no undisclosed liabilities before transaction close.

Practical Tips for Accurate and Efficient Completion

Follow these practices to reduce errors and speed approvals while maintaining legal defensibility.

Standardize Templates

Use a single approved template to ensure consistent language, required disclosures, and signature placement across filings.

Cross-Check Schedules

Reconcile schedules to audited financials and loan statements to avoid material inconsistencies that could trigger lender objections.

Document Approvals

Record board resolution or minutes that authorize the statement and name authorized signers to establish authority.

Preserve Audit Trails

Keep full electronic audit logs showing signer identity, timestamps, IP/SMS authentication, and document version history.

Frequently Asked Questions

Answers to common questions about preparing, signing, and storing a Financial Statement by Directors.

Need help? Contact support

When should directors notarize the statement?
Notarization is typically not required for directors’ financial statements unless a third party or specific jurisdiction demands a notarized affidavit; verify contractual and state requirements before notarizing.
Can the statement be signed electronically?
Yes. Under the ESIGN Act (15 U.S.C. ch. 96) and UETA in most states, eSignatures are enforceable if intent, consent, attribution, and record retention are established.
What authentication level is recommended?
Use email + SMS or SSO for routine corporate statements; use stronger multi-factor or identity proofing for high‑risk financings or regulator-specified attestations.
How long must we keep the signed statement?
Keep for the active term plus at least 3 years; follow industry-specific rules such as HIPAA’s 6-year requirement when PHI is involved (45 CFR §164.530(j)).
Who can sign on behalf of the board?
Signers must be authorized by board resolution or corporate bylaws; include capacity language (e.g., 'Director') adjacent to each signature to confirm authority.
What if a director’s name is entered incorrectly?
Mismatched names can impair enforceability and delay acceptance by lenders; correct errors with an executed amendment or re-execution and document the correction process.

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