The Companies Act 2006 (Transfer of Audit Working Papers to Third Countries) Regulations 2010

Working arrangements for transfer of papers

3.  For section 1253E of the Companies Act 2006 (working arrangements for transfer of papers)(1) substitute—

“1253E    Working arrangements for transfer of papers

(1) The Secretary of State may enter into arrangements with a third country competent authority relating to the transfer of audit working papers—

(a) from the third country competent authority or a third country auditor regulated by that authority to the Secretary of State, and

(b) from the Secretary of State or a statutory auditor to the third country competent authority.

(2) The arrangements must provide that a request by the Secretary of State or the third country competent authority for a transfer mentioned in subsection (1) must be accompanied by a statement explaining the reasons for the request.

(3) The arrangements must—

(a) provide that the Secretary of State may not use audit working papers obtained from the third country competent authority or a third country auditor regulated by that authority except in connection with one or more of the functions mentioned in subsection (4), and

(b) include comparable provision in relation to audit working papers obtained by the third country competent authority from the Secretary of State or a statutory auditor.

(4) Those functions are—

(a) quality assurance functions which meet requirements equivalent to those of Article 29 of the Audit Directive (quality assurance);

(b) investigation or disciplinary functions which meet requirements equivalent to those of Article 30 of the Audit Directive (investigations and penalties);

(c) public oversight functions which meet requirements equivalent to those of Article 32 of the Audit Directive (principles of public oversight).

(5) The arrangements must—

(a) provide that the Secretary of State, a person exercising the functions of the Secretary of State and persons employed or formerly employed in discharging those functions must be subject to obligations of confidentiality as to personal data, professional secrets and sensitive commercial information contained in audit working papers transferred to the Secretary of State, and

(b) provide that the third country competent authority and persons involved in exercising its functions are subject to comparable obligations in relation to audit working papers transferred to the authority.

(6) The arrangements must—

(a) provide that the Secretary of State may refuse, or direct a statutory auditor to refuse, a request from the third country competent authority for a transfer of audit working papers in a case mentioned in subsection (7)(a) or (b), and

(b) provide that the third country competent authority has comparable rights in relation to a request from the Secretary of State.

(7)   Those cases are—

(a) where the transfer of the papers would adversely affect the sovereignty, security or public order of the European Union or of the United Kingdom;

(b) where legal proceedings have been brought in the United Kingdom (whether continuing or not) in relation to the persons and matters to which the request relates.

(8)   Arrangements with an approved third country competent authority listed in section 1253D(2)(a), (f) or (g) must—

(a) provide that any contact between a statutory auditor and the authority relating to a relevant transfer of audit working papers to the authority must take place via the Secretary of State, and

(b) include comparable provision in relation to transfers of audit working papers to the Secretary of State.

(9) “Relevant transfer” means any transfer other than a transfer by a statutory auditor under section 1253DC.”

(1)

Section 1253E was inserted by regulation 15 of S.I. 2007/3494.