234AADuty to prepare operating and financial reviewE+W+S
(1)The directors of a quoted company shall for each financial year prepare an operating and financial review.
(2)The review must comply with Schedule 7ZA (objective and contents of operating and financial review), save that nothing in that Schedule requires the disclosure of information about impending developments or about matters in the course of negotiation if the disclosure would, in the opinion of the directors, be seriously prejudicial to the interests of the company.
(3)For a financial year in which—
(a)the company is a parent company, and
(b)the directors of the company prepare group accounts,
the operating and financial review must be a consolidated review (a “group operating and financial review”) relating, to the extent specified in Schedule 7ZA, to the company and its subsidiary undertakings included in the consolidation.
(4)A group operating and financial review may, where appropriate, give greater emphasis to the matters that are significant to the company and its subsidiary undertakings included in the consolidation, taken as a whole.
(5)If an operating and financial review does not comply with the provisions of this Part relating to the preparation and contents of the review, every director of the company who—
(a)knew that it did not comply or was reckless as to whether it complied, and
(b)failed to take all reasonable steps to secure compliance with the provision in question,
is guilty of an offence and liable to a fine.
Modifications etc. (not altering text)
C1S. 234AA(5) applied (1.10.2005) by S.I. 1990/2570, reg. 5B(2) (as inserted by The Companies (Revision of Defective Accounts and Report) (Amendment) Regulations 2005 (S.I. 2005/2282), art. 6)