Companies Act 1985

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Companies Act 1985

Changes over time for: Section 245

Version Superseded: 01/04/2008

Alternative versions:

Status:

Point in time view as at 12/01/2006. This version of this provision has been superseded.

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245 Voluntary revision of annual accounts or directors’ report.E+W+S

(1)If it appears to the directors of a company that any annual accounts [F1or summary financial statement] of the company, or any directors’ report F2. . . [F3or directors’ remuneration report] , did not comply with the requirements of this Act [F4(or, where applicable, of Article 4 of the IAS Regulation)] , they may prepare revised accounts or a [F5revised statement or report] .

(2)Where copies of the previous accounts [F6or report] have been laid before the company in general meeting or delivered to the registrar, the revisions shall be confined to—

(a)the correction of those respects in which the previous accounts [F6or report] did not comply with the requirements of this Act, [F4(or, where applicable, of Article 4 of the IAS Regulation)] and

(b)the making of any necessary consequential alterations.

(3)The Secretary of State may make provision by regulations as to the application of the provisions of this Act in relation to revised annual accounts [F7or a revised summary financial statement] or a revised directors’ report F8. . . [F9or a revised directors’ remuneration report] .

(4)The regulations may, in particular—

(a)make different provision according to whether the previous accounts [F10statement or report] are replaced or are supplemented by a document indicating the corrections to be made;

(b)make provision with respect to the functions of the company’s auditors [F11or reporting acountant] in relation to the revised accounts [F10statement or report] ;

(c)require the directors to take such steps as may be specified in the regulations where the previous accounts [F12or report] have been —

(i)sent out to members and others under section 238(1),

(ii)laid before the company in general meeting, or

(iii)delivered to the registrar,

or where a summary financial statement [F13containing information [F14derived from the previous accounts or report]] has been sent to members under section 251;

(d)apply the provisions of this Act (including those creating criminal offences) subject to such additions, exceptions and modifications as are specified in the regulations.

(5)Regulations under this section shall be made by statutory instrument which shall be subject to annulment in pursuance of a resolution of either House of Parliament.

Textual Amendments

F1Words in s. 245(1) inserted (12.11.2004 with effect as mentioned in reg. 1(2) of the amending S.I.) by The Companies Act 1985 (International Accounting Standards and Other Accounting Amendments) Regulations 2004 (S.I. 2004/2947), reg. 10(2)(a)

F2Words in s. 245(1) omitted (12.1.2006) by virtue of The Companies Act 1985 (Operating and Financial Review) (Repeal) Regulations 2005 (S.I. 2005/3442), reg. 2(2)(a) {Sch. 1 para. 9(2)(a)}

F3Words in s. 245(1) inserted (1.8.2002) by The Directors' Remuneration Report Regulations 2002 (S.I. 2002/1986), reg. 10(9)(a)

F4Words in ss. 245-245C inserted (12.11.2004 with effect as mentioned in reg. 1(2) of the amending S.I.) by The Companies Act 1985 (International Accounting Standards and Other Accounting Amendments) Regulations 2004 (S.I. 2004/2947), reg. 3, Sch. 1 para. 11

F5Words in s. 245(1) substituted (12.1.2006) by The Companies Act 1985 (Operating and Financial Review) (Repeal) Regulations 2005 (S.I. 2005/3442), reg. 2(2)(a), Sch. 1 para. 9(2)(b)

F6Words in s. 245(2) substituted (12.1.2006) by The Companies Act 1985 (Operating and Financial Review) (Repeal) Regulations 2005 (S.I. 2005/3442), reg. 2(2)(a), Sch. 1 para. 9(3)

F7Words in s. 245(3) inserted (12.11.2004 with effect as mentioned in reg. 1(2) of the amending S.I.) by The Companies Act 1985 (International Accounting Standards and Other Accounting Amendments) Regulations 2004 (S.I. 2004/2947), reg. 10(3)

F8Words in s. 245(3) omitted (12.1.2006) by virtue of The Companies Act 1985 (Operating and Financial Review) (Repeal) Regulations 2005 (S.I. 2005/3442), reg. 2(2)(a), Sch. 1 para. 9(4)

F9Words in s. 245(3) inserted (1.8.2002) by The Directors' Remuneration Report Regulations 2002 (S.I. 2002/1986), reg. 10(9)(b)

F10Words in s. 245(4)(a)(b) substituted (12.1.2006) by The Companies Act 1985 (Operating and Financial Review) (Repeal) Regulations 2005 (S.I. 2005/3442), reg. 2(2)(a), Sch. 1 para. 9(5)

F11Words in s. 245(4)(b) inserted (11.8.1994) by S.I. 1994/1935, reg. 4, Sch. 1 Pt. I para. 2