[{"data":1,"prerenderedAt":534},["ShallowReactive",2],{"document-certification-enclosing-financial-statements-D5165":3},{"document":4,"label":23,"preview":11,"thumb":24,"description":5,"descriptionCustom":6,"apiDescription":5,"pages":8,"extension":10,"parents":25,"breadcrumb":29,"related":33,"customDescModule":179,"customdescription":6,"mdFm":180,"mdProseHtml":533},{"description":5,"descriptionCustom":6,"label":7,"pages":8,"size":9,"extension":10,"preview":11,"thumb":12,"svgFrame":13,"seoMetadata":14,"parents":16,"keywords":15},"[DATE] [CONTACT NAME] [ADDRESS] [ADDRESS 2] [CITY, STATE/PROVINCE] [ZIP/POSTAL CODE] SUBJECT: ENCLOSED financial STATEMENTs Dear [Contact name], We, the undersigned [auditors/accountants], hereby certify as follows: We are the [auditors/accountants] of [COMPANY NAME].",null,"Certification Enclosing Financial Statements","1",513,"doc","https://templates.business-in-a-box.com/imgs/1000px/certification-enclosing-financial-statements-D5165.png","https://templates.business-in-a-box.com/imgs/250px/5165.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#5165.xml",{"title":15,"description":6},"certification enclosing financial statements",[17,20],{"label":18,"url":19},"Finance & Accounting","/templates/finance-accounting/",{"label":21,"url":22},"Financial Statements","/templates/financial-statements/","Certification Enclosing Financial Statements Template","https://templates.business-in-a-box.com/imgs/400px/5165.png",[26,17,20],{"label":27,"url":28},"Templates","/templates/",[30,31,32],{"label":27,"url":28},{"label":18,"url":19},{"label":21,"url":22},[34,38,43,47,51,55,59,63,67,71,75,79,83,100,115,128,145,165],{"label":35,"url":36,"thumb":37,"extension":10},"Board Resolution Approving Financial Statements","/template/board-resolution-approving-financial-statements-D43","https://templates.business-in-a-box.com/imgs/250px/43.png",{"label":39,"url":40,"thumb":41,"extension":42},"Financial Report","/template/financial-report-D12767","https://templates.business-in-a-box.com/imgs/250px/12767.png","xls",{"label":44,"url":45,"thumb":46,"extension":10},"Termination Certification","/template/termination-certification-D526","https://templates.business-in-a-box.com/imgs/250px/526.png",{"label":48,"url":49,"thumb":50,"extension":42},"Financial Projections_12 Months","/template/financial-projections_12-months-D360","https://templates.business-in-a-box.com/imgs/250px/360.png",{"label":52,"url":53,"thumb":54,"extension":42},"Financial Projections_3 Years","/template/financial-projections_3-years-D361","https://templates.business-in-a-box.com/imgs/250px/361.png",{"label":56,"url":57,"thumb":58,"extension":42},"Financial Ratio Calculator","/template/financial-ratio-calculator-D362","https://templates.business-in-a-box.com/imgs/250px/362.png",{"label":60,"url":61,"thumb":62,"extension":10},"Letter Enclosing Proposal_Long","/template/letter-enclosing-proposal_long-D1265","https://templates.business-in-a-box.com/imgs/250px/1265.png",{"label":64,"url":65,"thumb":66,"extension":10},"Letter Enclosing Proposal_Short","/template/letter-enclosing-proposal_short-D1266","https://templates.business-in-a-box.com/imgs/250px/1266.png",{"label":68,"url":69,"thumb":70,"extension":10},"7 Steps To Mastering Financial Organization","/template/7-steps-to-mastering-financial-organization-D13592","https://templates.business-in-a-box.com/imgs/250px/13592.png",{"label":72,"url":73,"thumb":74,"extension":10},"Financial Management Policy","/template/financial-management-policy-D13692","https://templates.business-in-a-box.com/imgs/250px/13692.png",{"label":76,"url":77,"thumb":78,"extension":10},"Financial Management and Budgeting Policy","/template/financial-management-and-budgeting-policy-D13691","https://templates.business-in-a-box.com/imgs/250px/13691.png",{"label":80,"url":81,"thumb":82,"extension":10},"How To Create Mission and Vision Statements","/template/how-to-create-mission-and-vision-statements-D13157","https://templates.business-in-a-box.com/imgs/250px/13157.png",{"description":84,"descriptionCustom":6,"label":85,"pages":86,"size":9,"extension":10,"preview":87,"thumb":88,"svgFrame":89,"seoMetadata":90,"parents":92,"keywords":91,"url":99},"NON-DISCLOSURE AGREEMENT (NDA) This Non-Disclosure Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Disclosing Party\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [RECEIVING PARTY NAME] (the \"Receiving Party\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS, Receiving Party has been or will be engaged in the performance of work on [DESCRIBE]; and in connection therewith will be given access to certain confidential and proprietary information; and WHEREAS, Receiving Party and Disclosing Party wish to evidence by this Agreement the manner in which said confidential and proprietary material will be treated. NOW, THEREFORE, it is agreed as follows: NON-DISCLOSURE OF CONFIDENTIAL INFORMATION Both Parties understand and agree that each Party may have access to the confidential information of the other party. For the purposes of this Agreement, \"Confidential Information\" means proprietary and confidential information about the Disclosing Party's (or it's suppliers') business or activities. Such information includes all business, financial, technical, and other information marked or designated by such Party as \"confidential\" or \"proprietary.\" Confidential Information also includes information which, by the nature of the circumstances surrounding the disclosure, ought in good faith to be treated as confidential. For the purposes of this Agreement, Confidential Information does not include: Information that is currently in the public domain or that enters the public domain after the signing of this Agreement. Information a Party lawfully receives from a third Party without restriction on disclosure and without breach of a non-disclosure obligation. Information that the Receiving Party knew prior to receiving any Confidential Information from the Disclosing Party. Information that the Receiving Party independently develops without reliance on any Confidential Information from the Disclosing Party. Each Party agrees that it will not disclose to any third Party or use any Confidential Information disclosed to it by the other Party except when expressly permitted in writing by the other Party. Each Party also agrees that it will take all reasonable measures to maintain the confidentiality of all Confidential Information of the other Party in its possession or control. TERM The term of this Agreement is [number] of [years/months] from the date of execution by both Parties. TITLE The Receiving Party agrees that all Confidential Information furnished by the Disclosing Party shall remain the sole property of the Disclosing Party. DISCLAIMER","Non Disclosure Agreement Nda","3","https://templates.business-in-a-box.com/imgs/1000px/non-disclosure-agreement-nda-D12692.png","https://templates.business-in-a-box.com/imgs/250px/12692.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12692.xml",{"title":91,"description":6},"non disclosure agreement nda",[93,96],{"label":94,"url":95},"Legal Agreements","business-legal-agreements",{"label":97,"url":98},"Confidentiality Agreements","confidentiality-agreement","/template/non-disclosure-agreement-nda-D12692",{"description":101,"descriptionCustom":6,"label":102,"pages":103,"size":104,"extension":10,"preview":105,"thumb":106,"svgFrame":107,"seoMetadata":108,"parents":109,"keywords":113,"url":114},"INDEPENDENT CONTRACTOR AGREEMENT This Independent Contractor Agreement (\"Agreement\") is made and effective [Date], BETWEEN: [INDEPENDENT CONTRACTOR NAME] (the \"Independent Contractor\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [YOUR COMPANY NAME] (the \"Company\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] RECITALS Independent Contractor is engaged in providing [Describe] business services, its Employer Tax I.D. Number is [Insert], and its Business License Number is [insert]. Independent Contractor has complied with all Federal, State, and local laws regarding business permits, sales permits, licenses, reporting requirements, tax withholding requirements, and other legal requirements of any kind that may be required to carry out said business and the Scope of Work which is to be performed as an Independent Contractor pursuant to this Agreement. Independent Contractor is or remains open to conducting similar tasks or activities for clients other than the Company and holds themselves out to the public to be a separate business entity. Company desires to engage and contract for the services of the Independent Contractor to perform certain tasks as set forth below. Independent Contractor desires to enter into this Agreement and perform as an independent contractor for the company and is willing to do so on the terms and conditions set forth below. NOW, THEREFORE, in consideration of the above recitals and the mutual promises and conditions contained in this Agreement, the Parties agree as follows: TERMS This Agreement shall be effective commencing [Date], and shall continue until terminated at the completion of the Scope of Work which shall occur no later than [Date] or by either party as otherwise provided herein. STATUS OF INDEPENDENT CONTRACTOR This Agreement does not constitute a hiring by either party. It is the parties intentions that Independent Contractor shall have an independent contractor status and not be an employee for any purposes, including, but not limited to, [laws]. Independent Contractor shall retain sole and absolute discretion in the manner and means of carrying out their activities and responsibilities under this Agreement. This Agreement shall not be considered or construed to be a partnership or joint venture, and the Company shall not be liable for any obligations incurred by Independent Contractor unless specifically authorized in writing. Independent Contractor shall not act as an agent of the Company, ostensibly or otherwise, nor bind the Company in any manner, unless specifically authorized to do so in writing. TASKS, DUTIES, AND SCOPE OF WORK Independent Contractor agrees to devote as much time, attention, and energy as necessary to complete or achieve the following: [Describe]. The above to be referred to in this Agreement as the \"Scope of Work\". It is expected that the Scope of Work will completed by [Date]. Independent Contractor shall additionally perform any and all tasks and duties associated with the Scope of Work set forth above, including but not limited to, work being performed already or related change orders. Independent Contractor shall not be entitled to engage in any activities which are not expressly set forth by this Agreement. The books and records related to the Scope of Work set forth in this Agreement shall be maintained by the Independent Contractor at the Independent Contractor's principal place of business and open to inspection by Company during regular working hours. Documents to which Company will be entitled to inspect include, but are not limited to, any and all contract documents, change orders/purchase orders and work authorized by Independent Contractor or Company on existing or potential projects related to this Agreement. Independent Contractor shall be responsible to the management and directors of Company, but Independent Contractor will not be required to follow or establish a regular or daily work schedule. Supply all necessary equipment, materials and supplies. Independent Contractor will not rely on the equipment or offices of Company for completion of tasks and duties set forth pursuant to this Agreement. Any advice given Independent Contractors regarding the scope of work shall be considered a suggestion only, not an instruction. Company retains the right to inspect, stop, or alter the work of Independent Contractor to assure its conformity with this Agreement. ASSURANCE OF SERVICES Independent Contractor will assure that the following individuals (the \"Key Employees\") will be available to perform, and will perform, the Services hereunder until they are completed (identify by title and name as applicable): [Name of Key Employee, Title] [Name of Key Employee, Title] The Key Employees may be changed only with the prior written approval of the Company, which approval shall not be unreasonably withheld. COMPENSATION Independent Contractor shall be entitled to compensation for performing those tasks and duties related to the Scope of Work as follows: [Describe] Such compensation shall become due and payable to Independent Contractor in the following time, place, and manner: [Describe] NOTICE CONCERNING WITHHOLDING OF TAXES Independent Contractor recognizes and understands that it will receive a [specify tax] statement and related tax statements, and will be required to file corporate and/or individual tax returns and to pay taxes in accordance with all provisions of applicable Federal and State law. Independent Contractor hereby promises and agrees to indemnify the Company for any damages or expenses, including attorney's fees, and legal expenses, incurred by the Company as a result of independent contractor's failure to make such required payments. AGREEMENT TO WAIVE RIGHTS TO BENEFITS Independent Contractor hereby waives and foregoes the right to receive any benefits given by Company to its regular employees, including, but not limited to, health benefits, vacation and sick leave benefits, profit sharing plans, etc. This waiver is applicable to all non-salary benefits which might otherwise be found to accrue to the Independent Contractor by virtue of their services to Company, and is effective for the entire duration of Independent Contractor's agreement with Company. This waiver is effective independently of Independent Contractor's employment status as adjudged for taxation purposes or for any other purpose. Neither this Agreement, nor any duties or obligations under this Agreement may be assigned by either party without the consent of the other. TERMINATION This Agreement may be terminated prior to the completion or achievement of the Scope of Work by either party giving [number] days written notice. Such termination shall not prejudice any other remedy to which the terminating party may be entitled, either by law, in equity, or under this Agreement. NON-DISCLOSURE OF TRADE SECRETS, CUSTOMER LISTS AND OTHER PROPRIETARY INFORMATION Independent Contractor agrees not to disclose or communicate, in any manner, either during or after Independent Contractor's agreement with Company, information about Company, its operations, clientele, or any other information, that relate to the business of Company including, but not limited to, the names of its customers, its marketing strategies, operations, or any other information of any kind which would be deemed confidential, a trade secret, a customer list, or other form of proprietary information of Company. Independent Contractor acknowledges that the above information is material and confidential and that it affects the profitability of Company. ","Independent Contractor Agreement","6",62,"https://templates.business-in-a-box.com/imgs/1000px/independent-contractor-agreement-D160.png","https://templates.business-in-a-box.com/imgs/250px/160.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#160.xml",{"title":6,"description":6},[110],{"label":111,"url":112},"Consultant & Contractors","consulting-contractor-business","independent contractor agreement","/template/independent-contractor-agreement-D160",{"description":116,"descriptionCustom":6,"label":117,"pages":8,"size":118,"extension":10,"preview":119,"thumb":120,"svgFrame":121,"seoMetadata":122,"parents":123,"keywords":126,"url":127},"ADHESION TO THE UNANIMOUS SHAREHOLDER AGREEMENT I, [INDIVIDUAL NAME], domiciled and residing at [FULL ADDRESS], declare that: As of today, I subscribe to [NUMBER] class [SPECIFY] shares issued from the share-capital of [COMPANY NAME]; I have examined the Unanimous Shareholders Agreement and I am satisfied of its content and acknowledge that a copy of such documents has been remitted to me;","Adhesion to the Unanimous Shareholder Agreement",41,"https://templates.business-in-a-box.com/imgs/1000px/adhesion-to-the-unanimous-shareholder-agreement-D848.png","https://templates.business-in-a-box.com/imgs/250px/848.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#848.xml",{"title":6,"description":6},[124,125],{"label":94,"url":95},{"label":94,"url":95},"adhesion to unanimous shareholder agreement","/template/adhesion-to-the-unanimous-shareholder-agreement-D848",{"description":129,"descriptionCustom":6,"label":130,"pages":131,"size":9,"extension":10,"preview":132,"thumb":133,"svgFrame":134,"seoMetadata":135,"parents":137,"keywords":136,"url":144},"LOAN AGREEMENT This Loan Agreement (\"Agreement\") is made and effective the [DATE], BETWEEN: [LENDER NAME] (the \"Lender\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [YOUR COMPANY NAME] (the \"Borrower\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] Promise to Pay Within [NUMBER] months from today, Borrower promises to pay to Lender the sum of [AMOUNT], and interest and other charges stated below. Responsibility Although this Agreement may be signed below by more than one person, Borrower understands that both parties are individuals responsible for paying back the full amount. Breakdown of Loan Amount of Loan: Other (Describe): Amount Financed: Finance Charge: Total of Payments: Annual Rate: Repayment Borrower will repay the amount of this note in [NUMBER] equal uninterrupted monthly installments of [AMOUNT] each on the [DAY] of each month starting on the [DATE], and ending on [DATE]. Prepayment Borrower has the right to prepay the whole outstanding amount at any time","Loan Agreement","2","https://templates.business-in-a-box.com/imgs/1000px/loan-agreement-D417.png","https://templates.business-in-a-box.com/imgs/250px/417.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#417.xml",{"title":136,"description":6},"loan agreement",[138,140,143],{"label":18,"url":139},"finance-accounting",{"label":141,"url":142},"Business Loans","business-loan",{"label":141,"url":142},"/template/loan-agreement-D417",{"description":146,"descriptionCustom":6,"label":147,"pages":8,"size":148,"extension":10,"preview":149,"thumb":150,"svgFrame":151,"seoMetadata":152,"parents":153,"keywords":163,"url":164},"BOARD RESOLUTION OF [YOUR COMPANY NAME] ADOPTED ON [DATE] The undersigned, being all the directors of [YOUR COMPANY NAME], hereby sign the following amended resolutions: RESOLVED THAT: The financial statements of the company for the fiscal year ended [Month and day], prepared by [Accountant's name], Chartered Accountants, under their comments dated [Date], are approved which approval shall be evidenced by signature of the balance sheet. OR The financial statements of the company for the fiscal year ended [Month and day], prepared by [Auditors' names], under their audit report dated [Date], are approved, which approval shall be evidenced by signature of the balance sheet. The approved financial statements be placed before the annual meeting of shareholders of the company. [Accountants] are appointed the accountants of the company for the current fiscal year. By-Law No. [Number] is passed as a by-law of the company to be placed before a meeting of shareholders of the company for confirmation. ","Board Resolution",34,"https://templates.business-in-a-box.com/imgs/1000px/board-resolution-D78.png","https://templates.business-in-a-box.com/imgs/250px/78.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#78.xml",{"title":6,"description":6},[154,157,160],{"label":155,"url":156},"Business Plan Kit","business-plan-kit",{"label":158,"url":159},"Board of Directors","board-of-directors",{"label":161,"url":162},"Board Resolutions","business-resolutions","board resolution","/template/board-resolution-D78",{"description":166,"descriptionCustom":6,"label":167,"pages":131,"size":9,"extension":10,"preview":168,"thumb":169,"svgFrame":170,"seoMetadata":171,"parents":173,"keywords":172,"url":178},"[DATE] [CONTACT NAME] [ADDRESS] [ADDRESS 2] [CITY, STATE/PROVINCE] [ZIP/POSTAL CODE] SUBJECT: ENGAGEMENT LETTER FOR [TYPE OF SERVICE] Dear [CLIENT'S NAME], I am writing to confirm the terms and conditions of our engagement for the provision of [TYPE OF SERVICE] for [CLIENT'S NAME] in accordance with the agreement reached during our recent discussions. This letter outlines the scope of our services, responsibilities, fees, and other pertinent details. Services to Be Provided: The services we will provide include but are not limited to: [LIST THE SPECIFIC SERVICES OR TASKS YOU WILL PERFORM] [ADD ADDITIONAL SERVICES AS NECESSARY] Responsibilities: As part of this engagement, the responsibilities of both parties are as follows: For [YOUR COMPANY]: We will perform the services outlined above in a professional and timely manner. We will maintain the confidentiality of all information provided by the client. For [CLIENT'S NAME]: You will cooperate with us, providing access to all necessary information and documents required for the engagement. You will adhere to any agreed-upon timelines and milestones. Fees and Billing: Our fees for the services provided are as follows: [SPECIFY THE BASIS FOR FEES, E.G., HOURLY RATE, FIXED FEE, OR RETAINER] [DETAIL ANY ADDITIONAL COSTS OR EXPENSES, IF APPLICABLE]","Engagement Letter","https://templates.business-in-a-box.com/imgs/1000px/engagement-letter-D13681.png","https://templates.business-in-a-box.com/imgs/250px/13681.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#13681.xml",{"title":172,"description":6},"engagement letter",[174,175],{"label":155,"url":156},{"label":176,"url":177},"Business Procedures","business-procedures","/template/engagement-letter-D13681",false,{"seo":181,"reviewer":192,"legal_disclaimer":196,"quick_facts":197,"at_a_glance":199,"personas":203,"variants":228,"glossary":255,"clauses":288,"how_to_fill":339,"common_mistakes":380,"faqs":405,"industries":433,"comparisons":458,"diy_vs_lawyer":474,"jurisdictions":487,"related_template_ids_curated":508,"schema":521,"classification":522},{"meta_title":182,"meta_description":183,"primary_keyword":15,"secondary_keywords":184},"Certification Enclosing Financial Statements Template | Free Word Download","Free certification enclosing financial statements template. Formally certify accuracy of financial reports for lenders, investors, or regulators.",[185,186,187,188,189,190,191],"financial statements certification letter","cfo certification financial statements","financial statement certification template","certification letter financial statements word","financial reporting certification document","certify financial statements template free","officer certification financial statements",{"name":193,"credential":194,"reviewed_date":195},"Bruno Goulet","CEO, Business in a Box","2026-05-02",true,{"difficulty":198,"legal_review_recommended":196,"signature_required":196,"notarization_required":179},"medium",{"what_it_is":200,"when_you_need_it":201,"whats_inside":202},"A Certification Enclosing Financial Statements is a signed legal document in which an authorized officer — typically a CEO, CFO, or controller — formally attests that the accompanying financial statements are accurate, complete, and prepared in accordance with the applicable accounting standards. This free Word download gives you a ready-to-edit template that you can tailor to your reporting period, certifying officer, and recipient — then export as PDF and sign before submission.\n","Use it when transmitting audited or unaudited financial statements to a lender, investor, board of directors, regulatory body, or counterparty who requires a formal officer-level attestation alongside the statements. It is commonly required under loan covenants, shareholder agreements, and regulatory filings.\n","Identification of the certifying officer and their authority, a description of the enclosed financial statements and the period they cover, representations on accuracy and compliance with GAAP or IFRS, disclosure of known material misstatements or omissions, a statement on internal controls, and the officer's dated signature block with title.\n",[204,208,212,216,220,224],{"title":205,"use_case":206,"icon_asset_id":207},"CFOs and controllers","Satisfying loan covenant requirements to deliver certified quarterly financials to a lender","persona-cfo",{"title":209,"use_case":210,"icon_asset_id":211},"CEOs of private companies","Attesting to the accuracy of annual statements delivered to equity investors or a board","persona-ceo",{"title":213,"use_case":214,"icon_asset_id":215},"Small business owners","Certifying financial statements required by a bank as a condition of a credit facility","persona-small-business-owner",{"title":217,"use_case":218,"icon_asset_id":219},"Corporate counsel","Ensuring officer certifications comply with credit agreement terms before lender delivery","persona-corporate-counsel",{"title":221,"use_case":222,"icon_asset_id":223},"Startup founders","Delivering certified financials to Series A investors under information rights provisions","persona-startup-founder",{"title":225,"use_case":226,"icon_asset_id":227},"Accountants and CPA firms","Preparing a management certification to accompany compiled or reviewed financial statements","persona-accountant",[229,233,237,241,245,249,252],{"situation":230,"recommended_template":231,"slug":232},"Certifying financials under a bank loan or credit agreement covenant","Certification Enclosing Financial Statements (Lender)","certification-enclosing-financial-statements-D5165",{"situation":234,"recommended_template":235,"slug":236},"Attesting to internal controls alongside annual financial statements","Management Report on Internal Controls","internal-control-policy-D13356",{"situation":238,"recommended_template":239,"slug":240},"Officer certification required under SEC reporting rules for a public company","SOX Section 302 Certification","termination-certification-D526",{"situation":242,"recommended_template":243,"slug":244},"Accompanying a compiled financial statement prepared by a CPA","Compilation Report Cover Letter","cover-letter-for-rfp-D13638",{"situation":246,"recommended_template":247,"slug":248},"Transmitting audited financials with a formal cover letter","Auditor's Transmittal Letter","transmittal-for-collection-D239",{"situation":250,"recommended_template":251,"slug":232},"Certifying accuracy of financial data in a due diligence package","Due Diligence Financial Certification",{"situation":253,"recommended_template":254,"slug":232},"Confirming accuracy of financial representations in a loan application","Financial Information Certification (Loan Application)",[256,259,261,264,267,270,273,276,279,282,285],{"term":257,"definition":258},"Certifying Officer","The individual — typically a CEO or CFO — who signs the certification and assumes personal liability for the accuracy of the representations made.",{"term":21,"definition":260},"Formal accounting reports — typically a balance sheet, income statement, cash flow statement, and statement of equity — covering a defined reporting period.",{"term":262,"definition":263},"GAAP","Generally Accepted Accounting Principles — the standardized accounting rules used to prepare financial statements in the United States.",{"term":265,"definition":266},"IFRS","International Financial Reporting Standards — the accounting framework used in Canada, the UK, the EU, and most jurisdictions outside the US.",{"term":268,"definition":269},"Material Misstatement","An error or omission in financial statements significant enough that it would change the decision of a reasonable user relying on those statements.",{"term":271,"definition":272},"Loan Covenant","A contractual condition in a credit agreement requiring the borrower to deliver financial statements — often with officer certification — on a defined schedule.",{"term":274,"definition":275},"Internal Controls","Policies and procedures a company maintains to ensure the integrity of financial reporting, prevent fraud, and comply with laws and regulations.",{"term":277,"definition":278},"Information Rights","Contractual rights granted to investors or lenders entitling them to receive periodic financial statements and other business information from the company.",{"term":280,"definition":281},"Representation","A statement of fact made by one party to another on which the recipient is entitled to rely — false representations can give rise to legal liability.",{"term":283,"definition":284},"Going Concern","The assumption that a business will continue to operate for the foreseeable future; a going concern qualification signals doubt about the company's ability to continue.",{"term":286,"definition":287},"Compilation","The lowest level of financial statement preparation by a CPA, involving no assurance — the CPA presents management's numbers without independently verifying them.",[289,294,299,304,309,314,319,324,329,334],{"name":290,"plain_english":291,"sample_language":292,"common_mistake":293},"Identification of Parties and Authority","Names the company, the certifying officer, their title, and confirms they are authorized to make the certification on the company's behalf.","The undersigned, [OFFICER NAME], [TITLE] of [COMPANY LEGAL NAME], a [STATE/PROVINCE] [ENTITY TYPE] ('Company'), hereby certifies on behalf of the Company as of [DATE] as follows.","Using a title that does not match the officer's authority under the company's governing documents. If the credit agreement requires CFO certification and a controller signs instead, the lender may declare a covenant breach.",{"name":295,"plain_english":296,"sample_language":297,"common_mistake":298},"Description of Enclosed Financial Statements","Identifies the specific financial statements being transmitted — the type, reporting period, and whether they are audited, reviewed, or unaudited.","Enclosed herewith are the [audited / unaudited] [consolidated / standalone] financial statements of the Company for the [fiscal year / quarter] ended [DATE], including the balance sheet, income statement, statement of cash flows, and statement of changes in equity.","Failing to specify whether the statements are audited or unaudited. Lenders and investors treat these differently; ambiguity can trigger a technical default or investor complaint.",{"name":300,"plain_english":301,"sample_language":302,"common_mistake":303},"Certification of Accuracy and Fair Presentation","The core attestation — the officer states the financial statements fairly present the company's financial position and results of operations in all material respects.","The financial statements enclosed herewith fairly present, in all material respects, the financial condition and results of operations of the Company for the period then ended, in accordance with [GAAP / IFRS], consistently applied.","Omitting the accounting standard reference. A bare accuracy statement without specifying GAAP or IFRS is unenforceable because there is no objective benchmark against which to measure the representation.",{"name":305,"plain_english":306,"sample_language":307,"common_mistake":308},"No Material Misstatements or Omissions","The officer represents that they are not aware of any errors or omissions in the financial statements that would be material to a reasonable reader.","The undersigned is not aware of any material misstatement or omission in the enclosed financial statements that would cause them to be misleading to a reasonable user relying on such statements for financial decision-making purposes.","Using absolute language ('there are no misstatements') rather than a knowledge qualifier ('the undersigned is not aware of'). Absolute statements expose the officer to strict liability for errors they genuinely did not know about.",{"name":310,"plain_english":311,"sample_language":312,"common_mistake":313},"Compliance with Applicable Agreements","Confirms the company is in compliance with the financial covenants and reporting obligations in any applicable credit agreement, shareholder agreement, or regulatory requirement.","As of the date hereof, the Company is in compliance with all financial covenants and reporting obligations set forth in the [CREDIT AGREEMENT / SHAREHOLDER AGREEMENT] dated [DATE], and no Event of Default has occurred or is continuing.","Certifying compliance without running a covenant compliance check first. Signing a compliance certification when a covenant is actually breached — even inadvertently — creates a misrepresentation claim and can accelerate loan repayment.",{"name":315,"plain_english":316,"sample_language":317,"common_mistake":318},"Disclosure of Material Changes","Requires the officer to disclose any material adverse change in the company's financial condition or business since the date of the financial statements.","Since [PERIOD END DATE], there has been no material adverse change in the financial condition, results of operations, or business prospects of the Company that has not been disclosed in the enclosed financial statements or in Schedule [X] attached hereto.","Treating this clause as boilerplate and not actually reviewing for subsequent events. Courts and lenders have successfully pursued officers for signing this certification when a known material event — a major customer loss, litigation, or regulatory action — had occurred post-period.",{"name":320,"plain_english":321,"sample_language":322,"common_mistake":323},"Statement on Internal Controls","The officer attests that the company maintains internal controls over financial reporting adequate to ensure the integrity of the enclosed statements.","The Company maintains internal controls over financial reporting that are designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in accordance with [GAAP / IFRS].","Including this clause without reviewing whether the internal controls actually function as described. If a material weakness in controls is known and not disclosed, this clause becomes a false representation.",{"name":325,"plain_english":326,"sample_language":327,"common_mistake":328},"Going Concern Qualification (if applicable)","Discloses any going concern uncertainty identified by management or auditors, preventing the recipient from later claiming they were misled about the company's viability.","The financial statements enclosed herewith [do not include / include, as described in Note [X],] any going concern qualification. [If applicable: Management has identified conditions that raise substantial doubt about the Company's ability to continue as a going concern, as further described in Note [X].]","Omitting this clause entirely when a going concern issue exists. Failing to disclose a known going concern qualification in a certification letter exposes the officer to fraud or negligent misrepresentation claims.",{"name":330,"plain_english":331,"sample_language":332,"common_mistake":333},"Officer's Signature Block and Date","The executing officer's printed name, title, company name, and the date of execution — which must match or post-date the financial statement period end.","IN WITNESS WHEREOF, the undersigned has executed this Certification as of [DATE]. [OFFICER NAME] | [TITLE] | [COMPANY LEGAL NAME]","Dating the certification with the period end date rather than the actual signing date. The certification represents conditions as of the signing date — backdating it misrepresents the officer's knowledge cutoff and can constitute fraud.",{"name":335,"plain_english":336,"sample_language":337,"common_mistake":338},"Exhibit Reference and Attachment List","Lists all financial statements and schedules enclosed with the certification, ensuring the recipient can confirm they received a complete package.","Attached hereto as Exhibit A are the financial statements described herein. Attached hereto as Exhibit B is the covenant compliance certificate required under Section [X] of the [CREDIT AGREEMENT].","Signing the certification before all exhibits are finalized and attached. A certification that references an incomplete or draft financial statement can be challenged as inaccurate on its face.",[340,345,350,355,360,365,370,375],{"step":341,"title":342,"description":343,"tip":344},1,"Confirm the certifying officer's authority","Identify the officer required to sign under the applicable agreement — credit agreement, shareholder agreement, or regulatory rule. Confirm their title matches exactly what the agreement requires.","Check the definitions section of the underlying agreement for 'Responsible Officer' or 'Financial Officer' — these terms often have specific definitions that limit who can sign.",{"step":346,"title":347,"description":348,"tip":349},2,"Identify the financial statements being certified","Enter the exact period end date, statement types (balance sheet, income statement, cash flow, equity), and whether the statements are audited, reviewed, or unaudited.","Match the period description word-for-word with the language in the underlying agreement — 'fiscal year ended December 31' and 'year ended December 31' can create ambiguity in a compliance dispute.",{"step":351,"title":352,"description":353,"tip":354},3,"Confirm the accounting standard applied","State whether the financial statements were prepared under GAAP or IFRS. If a hybrid or special-purpose framework was used, identify it precisely.","If your company switched accounting standards during the period — for example, from US GAAP to IFRS upon a cross-border listing — disclose the change in the certification body.",{"step":356,"title":357,"description":358,"tip":359},4,"Run the covenant compliance check before signing","Before completing the compliance clause, verify each financial covenant — debt-to-equity ratio, minimum liquidity, EBITDA threshold — against the actual figures in the financial statements.","Prepare a separate covenant compliance certificate (often required alongside the certification) and cross-reference the figures before signing either document.",{"step":361,"title":362,"description":363,"tip":364},5,"Review for subsequent events and material changes","Between the period end date and the signing date, identify any material adverse changes — major litigation, key customer loss, regulatory action, or significant asset impairment — and disclose them in the material changes clause or an attached schedule.","Set a calendar reminder for 5 business days before the certification deadline to conduct a post-period review with your finance and legal teams.",{"step":366,"title":367,"description":368,"tip":369},6,"Address the going concern assessment","Determine whether management or the auditors have identified any going concern uncertainty. If yes, include the required disclosure language and cross-reference the relevant note in the financial statements.","Even if the auditor has not issued a going concern opinion, include this clause with affirmative 'no going concern' language — omitting it entirely creates an implied gap.",{"step":371,"title":372,"description":373,"tip":374},7,"Attach and number all exhibits","Finalize the financial statements and any required schedules, label each as an exhibit, and complete the exhibit reference list before the officer signs.","PDF the entire package — certification letter plus all exhibits — into a single document before obtaining the signature so the certified version and the enclosed statements cannot be separated.",{"step":376,"title":377,"description":378,"tip":379},8,"Execute with the correct date and deliver within the required deadline","The officer signs and dates the certification on or before the delivery deadline in the underlying agreement. Deliver the complete package to the required recipient by the method specified — email, secure portal, or physical delivery.","Track your delivery deadline in your contract management system with a 10-business-day lead reminder — lenders treating late certification delivery as a covenant breach is more common than most borrowers expect.",[381,385,389,393,397,401],{"mistake":382,"why_it_matters":383,"fix":384},"Wrong officer signs the certification","Credit agreements and shareholder agreements typically define which officer title is authorized to certify. A signature from an unauthorized person renders the certification defective and can trigger a technical default or investor rights violation.","Before preparing the certification, read the definition of 'Responsible Officer' or equivalent in the governing agreement and confirm the signatory's title matches exactly.",{"mistake":386,"why_it_matters":387,"fix":388},"Signing without verifying covenant compliance","Certifying compliance when a financial covenant is actually breached — even by a small margin — constitutes a misrepresentation and can accelerate the entire debt obligation or trigger cross-default provisions.","Run a covenant compliance model against the final financial figures before the officer signs. If a covenant is breached, request a waiver before delivering the certification.",{"mistake":390,"why_it_matters":391,"fix":392},"Omitting known subsequent events","A material adverse change that occurs between the period end date and the signing date — and is known to the officer — must be disclosed. Silence is treated as a representation that no such event occurred.","Conduct a formal post-period review within the week before signing and document the results. Disclose any material events in a schedule attached to the certification.",{"mistake":394,"why_it_matters":395,"fix":396},"Backdating the certification to the period end date","The certification represents the officer's knowledge as of the signing date, not the period end. Backdating misrepresents the knowledge cutoff and can constitute fraud or a false statement under securities or banking laws.","Always use the actual date of signing. If the agreement requires a specific delivery date, coordinate the signing to occur on or before that date — never backdate.",{"mistake":398,"why_it_matters":399,"fix":400},"Using absolute accuracy language instead of a knowledge qualifier","Stating 'there are no misstatements' creates strict liability for any error discovered later, even one unknown to the officer at signing. Courts have held officers personally liable under this language.","Use knowledge-qualified language: 'to the best of the undersigned's knowledge and belief' or 'the undersigned is not aware of any material misstatement.'",{"mistake":402,"why_it_matters":403,"fix":404},"Delivering an unsigned or incomplete exhibit package","A certification that references exhibits not yet finalized — or that is transmitted without all referenced attachments — is technically defective and gives the recipient grounds to reject the delivery.","Finalize all exhibits before the officer signs. Create a single PDF combining the signed certification and all exhibits before transmitting to the recipient.",[406,409,412,415,418,421,424,427,430],{"question":407,"answer":408},"What is a certification enclosing financial statements?","A certification enclosing financial statements is a signed legal document in which an authorized company officer — typically a CEO or CFO — formally attests that the accompanying financial statements are accurate, complete, and prepared in accordance with the applicable accounting standards. It is commonly required by lenders under loan covenants, by investors under information rights provisions, and by regulatory bodies as part of periodic reporting obligations.\n",{"question":410,"answer":411},"Who is required to sign a financial statements certification?","The required signatory depends on the underlying agreement. Credit agreements and shareholder agreements typically define an authorized officer — often the CEO, CFO, or controller — who must sign. Certifications required under securities laws (such as SOX Section 302) must be signed by the principal executive officer and principal financial officer. Always check the governing document for the specific title requirement before preparing the certification.\n",{"question":413,"answer":414},"Is a certification enclosing financial statements legally binding?","Yes. A signed financial statements certification is generally enforceable as a contractual representation. If the certified statements are materially inaccurate and the recipient suffers loss as a result, the certifying officer and the company may face breach of contract, negligent misrepresentation, or — in cases of deliberate falsehood — fraud liability. In regulated contexts (public companies, banking), false certifications can also trigger criminal penalties.\n",{"question":416,"answer":417},"What accounting standard should the certification reference?","The certification should reference the standard under which the financial statements were actually prepared — most commonly US GAAP for domestic US entities, IFRS for Canadian, UK, EU, and most international companies, or a specific special-purpose framework if applicable. Check the underlying credit or shareholder agreement for a defined accounting standard; if the agreement specifies GAAP and the company has switched to IFRS, a waiver or amendment is typically required before the certification can be issued.\n",{"question":419,"answer":420},"What happens if I miss the deadline for delivering a certified financial statement?","Most credit agreements and shareholder agreements treat late delivery of certified financial statements as a covenant breach or event of default. Depending on the agreement, a grace period of 5–30 days may apply before the lender or investor can exercise remedies — but even during the grace period, borrowers typically cannot draw additional funds. Proactively requesting a waiver before the deadline passes is far less costly than relying on the grace period.\n",{"question":422,"answer":423},"What is the difference between a financial statements certification and an audit opinion?","An audit opinion is issued by an independent external auditor who has examined the financial statements and provides assurance on their accuracy. A financial statements certification is issued by management — an internal officer of the company — attesting to accuracy based on their own knowledge. The two can accompany the same set of financial statements; the certification represents management's attestation while the audit opinion represents independent third-party assurance. Lenders often require both.\n",{"question":425,"answer":426},"Does a financial statements certification need to be notarized?","In most commercial lending and investor contexts, notarization is not required — a dated signature by the authorized officer is sufficient. Some government contracts, regulatory filings, or international transactions may require notarization or an apostille. Review the specific requirements of the underlying agreement or regulatory rule before preparing the certification.\n",{"question":428,"answer":429},"What disclosures are required in the certification if a going concern issue exists?","If management or the auditors have identified conditions raising substantial doubt about the company's ability to continue as a going concern, the certification must disclose this — either within the certification body or by cross-referencing the relevant note in the financial statements. Omitting a known going concern qualification from the certification exposes the certifying officer to fraud or negligent misrepresentation claims from lenders or investors who relied on the document.\n",{"question":431,"answer":432},"Can a controller or accounting manager sign if the CFO is unavailable?","Only if the governing agreement expressly permits it. Most credit agreements define a specific list of authorized officers and require one of them to sign. If the designated officer is unavailable, the typical path is to either obtain a board resolution authorizing a substitute officer or request a short extension from the lender. A certification signed by an unauthorized person is technically defective even if the underlying financial statements are perfectly accurate.\n",[434,438,442,446,450,454],{"industry":435,"icon_asset_id":436,"specifics":437},"Banking and Lending","industry-fintech","Covenant-driven delivery schedules require quarterly and annual certified financials; lenders often impose strict officer-title requirements and treat late or defective certifications as events of default.",{"industry":439,"icon_asset_id":440,"specifics":441},"Private Equity and Venture Capital","industry-professional-services","Portfolio company information rights provisions in shareholder agreements mandate periodic certified financial statements; accuracy of these certifications directly affects valuation and follow-on funding decisions.",{"industry":443,"icon_asset_id":444,"specifics":445},"Real Estate","industry-real-estate","Commercial mortgage and construction loan agreements routinely require certified operating statements and rent rolls; certifications must cover property-level and entity-level financials separately.",{"industry":447,"icon_asset_id":448,"specifics":449},"Healthcare","industry-healthtech","Government reimbursement programs and hospital credit facilities require certified cost reports and financial statements; regulatory penalties for false certification are particularly severe in this sector.",{"industry":451,"icon_asset_id":452,"specifics":453},"Manufacturing","industry-manufacturing","Asset-based revolving credit facilities require monthly borrowing base certificates alongside certified receivables and inventory schedules; officer certification is required for each draw request.",{"industry":455,"icon_asset_id":456,"specifics":457},"SaaS / Technology","industry-saas","Venture debt facilities and Series B+ shareholder agreements impose quarterly certified financial reporting obligations; certifications must address ARR, churn, and deferred revenue classification under ASC 606.",[459,463,467,471],{"vs":460,"vs_template_id":461,"summary":462},"Auditor's Report","D{AUDITORS_REPORT_ID}","An auditor's report is issued by an independent external CPA after conducting an audit and provides third-party assurance on the financial statements. A certification enclosing financial statements is a management document — signed by a company officer — attesting to accuracy based on internal knowledge. Lenders and investors often require both: the certification for management accountability, the audit for independent verification.",{"vs":464,"vs_template_id":465,"summary":466},"Compliance Certificate","D{COMPLIANCE_CERTIFICATE_ID}","A compliance certificate is a separate lender-required document confirming that specific financial covenants — debt service coverage, minimum liquidity, leverage ratio — are satisfied as of the reporting date. A certification enclosing financial statements transmits the underlying financials and certifies their accuracy. The two documents typically accompany each other under credit agreements but serve distinct purposes.",{"vs":468,"vs_template_id":469,"summary":470},"Management Representation Letter","D{MGMT_REP_LETTER_ID}","A management representation letter is addressed to the external auditor and forms part of the audit evidence package, confirming management's responsibility for the financial statements and disclosing known misstatements. A certification enclosing financial statements is addressed to a lender, investor, or regulator and accompanies the statements as a formal delivery document. The audiences and legal frameworks differ even though both involve officer-level attestation.",{"vs":239,"vs_template_id":472,"summary":473},"D{SOX_302_CERT_ID}","A SOX Section 302 Certification is a statutory requirement for public company CEOs and CFOs under US securities law, filed with the SEC alongside quarterly and annual reports. A certification enclosing financial statements is a contractual document used in private company lending and investor contexts. SOX certifications carry specific criminal penalties under federal law; contractual certifications carry liability under contract and tort law.",{"use_template":475,"template_plus_review":479,"custom_drafted":483},{"best_for":476,"cost":477,"time":478},"Private companies delivering certified financials under straightforward loan covenants or standard investor information rights provisions","Free","30–60 minutes per reporting period",{"best_for":480,"cost":481,"time":482},"Companies with complex multi-lender credit facilities, known covenant concerns, or first-time certification under a new agreement","$300–$800 for a one-time attorney review of the certification and underlying covenant requirements","1–3 days",{"best_for":484,"cost":485,"time":486},"Public companies, regulated financial institutions, cross-border transactions, or situations involving known going concern issues or material restatements","$1,500–$5,000+ depending on complexity and jurisdiction","1–2 weeks",[488,493,498,503],{"code":489,"name":490,"flag_asset_id":491,"note":492},"us","United States","flag-us","For public companies, CEO and CFO certifications are mandatory under Sarbanes-Oxley Sections 302 and 906, with criminal penalties for false statements. For private companies, certification obligations arise from contract — typically credit agreements or shareholder agreements — rather than statute. State fraudulent misrepresentation laws apply to false officer certifications, and the FTC has pursued enforcement actions in regulated lending contexts.",{"code":494,"name":495,"flag_asset_id":496,"note":497},"ca","Canada","flag-ca","Canadian public companies must file CEO and CFO certifications with SEDAR under National Instrument 52-109, which mirrors SOX in structure. For private companies, certification obligations are contractual and governed by provincial law — Ontario, BC, and Alberta all apply general contract and tort principles to false representations in financial certifications. IFRS is the required standard for publicly accountable enterprises; ASPE is available for private companies.",{"code":499,"name":500,"flag_asset_id":501,"note":502},"uk","United Kingdom","flag-uk","UK directors have statutory duties under the Companies Act 2006 to approve and sign financial statements that give a true and fair view; attaching a certification letter reinforces this obligation in a contractual context. Listed companies must comply with the UK Corporate Governance Code on financial reporting. For private lending transactions, the certification's legal effect is governed by the Misrepresentation Act 1967 and general contract law. IFRS or UK-adopted IFRS is standard for larger entities.",{"code":504,"name":505,"flag_asset_id":506,"note":507},"eu","European Union","flag-eu","EU member states implement the Transparency Directive, requiring listed companies to include management responsibility statements in annual and half-yearly reports — these function similarly to financial statement certifications. IFRS as adopted by the EU is mandatory for consolidated statements of listed companies. For private lending and investor transactions, certification obligations are contractual and vary by member state; France, Germany, and the Netherlands each apply distinct civil law frameworks to officer representations and liability.",[509,510,511,512,513,514,515,516,517,518,519,520],"financial-projections_12-months-D360","non-disclosure-agreement-nda-D12692","independent-contractor-agreement-D160","adhesion-to-the-unanimous-shareholder-agreement-D848","loan-agreement-D417","board-resolution-D78","engagement-letter-D13681","advertising-sales-representation-agreement-D5214","tax-compliance-policy-D13786","annual-report-D12759","checklist-customer-due-diligence-D13916","resignation-of-officer-D85",{"emit_how_to":196,"emit_defined_term":196},{"primary_folder":139,"secondary_folder":523,"document_type":524,"industry":525,"business_stage":526,"tags":527,"confidence":532},"financial-statements","form","general","all-stages",[528,529,523,530,531],"accounting","compliance","certification","attestation",0.95,"\u003Ch2>What is a Certification Enclosing Financial Statements?\u003C/h2>\n\u003Cp>A \u003Cstrong>Certification Enclosing Financial Statements\u003C/strong> is a signed legal document in which an authorized company officer — typically a CEO, CFO, or controller — formally attests that the accompanying financial statements are accurate, complete, and prepared in accordance with the applicable accounting standards (GAAP or IFRS). It functions as a binding representation from management to the recipient — whether a lender, investor, board of directors, or regulatory body — that the enclosed financial reports fairly present the company's financial position and results of operations in all material respects. Unlike an auditor's report, which provides independent third-party assurance, this certification reflects management's own knowledge and accountability, creating direct contractual and legal liability for the certifying officer if the representation proves false.\u003C/p>\n\u003Ch2>Why You Need This Document\u003C/h2>\n\u003Cp>Without a properly executed financial statements certification, you risk a technical default under your credit agreement, a breach of information rights under your shareholder agreement, or a rejected regulatory filing — all triggered not by inaccurate numbers, but by a missing or defective cover document. Lenders treat the delivery of certified financials as a condition to continued borrowing availability; missing the deadline or submitting a certification signed by the wrong officer can trigger a default notice even when the underlying financials are sound. The certification also protects the certifying officer by clearly documenting the scope of their attestation and applying appropriate knowledge qualifiers — so that an error they genuinely did not know about does not expose them to strict personal liability. This template gives you a professionally structured, attorney-reviewed starting point with all material representations, proper knowledge qualifiers, and exhibit references built in — so you can meet your delivery obligations accurately and on time.\u003C/p>\n",1779480698804]