Mr. Smith is a retired director of XYZ Co Ltd, he was not appointed a director for the current year (2014), but still attends to many of the business matters within the company, and also attends the directors meetings to advise and mentor the new directors. Mr Smith receives a consultancy fee for his work, and the new directors generally follow the advice of Mr Smith in the way in which they run the company.
The company was recently audited and the auditors and directors with the recommendation of Brian the companies CFO have signed off the 2015 financial accounts as correct and true.