Office of Public Sector Information
7.—(1) Subject to paragraph (2), a company’s current auditor shall make a report or (as the case may be) further report under section 495 of the 2006 Act (auditor’s report on company’s annual accounts), to the company’s members under this regulation on any revised accounts prepared under section 454 of that Act and—
(a) section 498 of that Act (duties of auditor) applies with any necessary modifications, and
(b) section 495(1) does not apply with respect to the revised accounts.
(2) Where the auditor’s report on the original annual accounts was not made by the company’s current auditor, the directors of the company may resolve that the report required by paragraph (1) is to be made by the person or persons who made that report, provided that that person or those persons agree to do so and would be qualified for appointment as auditor of the company.
(3) Subject to regulation 19(1), an auditor’s report under this regulation must state whether in the auditor’s opinion the revised accounts have been properly prepared in accordance with the provisions of the 2006 Act and, where applicable, Article 4 of the IAS Regulation as they have effect under these Regulations, and in particular whether a true and fair view, seen as at the date the original annual accounts were approved, is given by the revised accounts with respect to the matters set out in section 495(3)(a) to (c) of that Act.
The report must also state whether in the auditor’s opinion the original annual accounts failed to comply with the requirements of the 2006 Act and, where applicable, Article 4 of the IAS Regulation in the respects identified by the directors (in the case of a revision by replacement) in the statement required by regulation 4(2)(a)(iv) or (in the case of a revision by supplementary note) in the supplementary note.
(4) The auditor must also state whether the information contained in the directors’ report for the financial year for which the annual accounts are prepared (which is, if the report has been revised under these Regulations, that revised report) is consistent with those accounts.
(5) Sections 503 to 506 of the 2006 Act (signature of auditor’s report) apply to an auditor’s report under this regulation as they apply to an auditor’s report under section 495(1) of that Act, with any necessary modifications.
(6) An auditor’s report under this regulation shall, upon being signed under section 503 of the 2006 Act as so applied, be, as from the date of signature, the auditor’s report on the annual accounts of the company in place of the report on the original annual accounts.
8.—(1) Where as a result of the revisions to the accounts, the company is no longer entitled to exemption from audit under Chapter 1 of Part 16 of the 2006 Act, the company shall cause an auditor’s report on the revised accounts to be prepared.
(2) The auditor’s report must be delivered to the registrar within 28 days after the date of revision of the accounts.
(3) Sections 451 (default in filing accounts and reports: offences) and 452 (default in filing accounts: court order) of the 2006 Act apply with respect to a failure to comply with the requirements of this regulation as they apply with respect to a failure to comply with the requirements of section 441 of that Act but as if—
(a) the references in section 451(1) and in section 452(1)(a) to “the period for filing those accounts and reports” were references to the period of 28 days referred to in paragraph (2); the reference in section 451(1) and (2) to “that period” are to be construed accordingly, and
(b) the references in section 451(3) to “the documents in question” and “this Part” were, respectively, a reference to the auditor’s report referred to in paragraph (2) and the provisions of Part 16 of the 2006 Act as applied by these Regulations.
9.—(1) Subject to paragraph (2), a company’s current auditor shall make a report or (as the case may be) further report under section 496 or 497 of the 2006 Act (as the case may be) to the company’s members under this regulation on any revised report prepared under section 454 of that Act if the relevant annual accounts have not been revised at the same time.
(2) Where the auditor’s report on the annual accounts for the financial year covered by the revised report was not made by the company’s current auditor, the directors of the company may resolve that the report required by paragraph (1) is to be made by the person or persons who made that report, provided that that person or those persons agree to do so and would be qualified for appointment as auditor of the company.
(3) Where a revised directors’ report is prepared under section 454 of the 2006 Act, the auditor’s report must state whether in his opinion the information given in that revised report is consistent with the annual accounts for the relevant year (specifying it).
(4) Where a revised directors’ remuneration report is prepared under section 454 of the 2006 Act, the auditor’s report must state whether in his opinion any auditable part of that revised report has been properly prepared (“auditable part” being a part containing information required by Part 3 of Schedule 8 to the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008).
(5) Sections 503 to 506 of the 2006 Act apply to an auditor’s report under this regulation as they apply to an auditor’s report under section 495 of that Act, with any necessary modifications.
10.—(1) Upon the directors approving revised accounts under regulation 4, the provisions of the 2006 Act have effect as if the revised accounts were, as from the date of their approval, the annual accounts of the company in place of the original annual accounts.
(2) In particular, the revised accounts shall as from that date be the company’s annual accounts for the relevant financial year for the purposes of the following provisions of the 2006 Act—
(a) section 431 (right of member or debenture holder to copies of accounts and reports: unquoted companies),
(b) section 432 (right of member or debenture holder to copies of accounts and reports: quoted companies),
(c) section 434(3) (requirements in connection with publication of statutory accounts), and
(d) sections 423 (duty to circulate copies of annual accounts and reports), 437 (public companies; laying of accounts and reports before general meeting) and 441 (duty to file accounts and reports with the registrar), if the requirements of those sections have not been complied with prior to the date of revision.
11.—(1) Subject to the following provisions of these Regulations, upon the directors approving a revised report under regulation 5 or 6 the provisions of the 2006 Act have effect as if the revised report was, as from the date of its approval, the directors’ report or the directors’ remuneration report (as the case may be) in place of the original directors’ report or directors’ remuneration report (as the case may be).
(2) In particular, the revised report shall as from that date be the directors’ report or the directors’ remuneration report for the relevant financial year for the purposes of—
(a) sections 431 and 432 of the 2006 Act, and
(b) sections 423 , 437 and 441 of that Act if the requirements of those sections have not been complied with prior to the date of revision.
The Companies (Revision of Defective Accounts and Reports) Regulations 2008