The Companies (1986 Order) (Operating and Financial Review and Directors' Report etc.) Regulations (Northern Ireland) 2005

Regulation 17

SCHEDULE MINOR AND CONSEQUENTIAL AMENDMENTS

1.  The following minor and consequential amendments to the 1986 Order have effect.

2.  In paragraph (1A) of Article 246 (persons entitled to receive copies of accounts and reports)(1) –

(a) after sub-paragraph (b) insert –

“(ba) (in the case of a quoted company) the operating and financial review for that financial year,”;

(b) for sub-paragraph (d) substitute –

“(d) the auditors' report on those accounts and that directors' report and (in the case of a quoted company) on that operating and financial review and the auditable part of that directors' remuneration report.”.

3.  In paragraph (1) of Article 247 (right to demand copies of accounts and reports)(1) –

(a) after sub-paragraph (b) insert –

“(ba) (in the case of a quoted company) the last operating and financial review,”; and

(b) for sub-paragraph (d) substitute –

“(d) the auditors' report on those accounts and that directors' report and (in the case of a quoted company) on that operating and financial review and the auditable part of that directors' remuneration report.”.

4.  In paragraph (1) of Article 249 (accounts and reports to be laid before company in general meeting)(2) –

(a) after sub-paragraph (b) insert –

“(ba) (in the case of a quoted company) the operating and financial review,”; and

(b) for sub-paragraph (d) substitute –

“(d) the auditors' report on those accounts and that directors' report and (in the case of a quoted company) on that operating and financial review and the auditable part of that directors' remuneration report.”.

5.  In paragraph (1) of Article 250 (accounts and reports to be delivered to the registrar)(2) –

(a) after sub-paragraph (b) insert –

“(ba) (in the case of a quoted company) the operating and financial review,”;

(b) for sub-paragraph (d) substitute –

“(d) the auditors' report on those accounts and that directors' report and (in the case of a quoted company) on that operating and financial review and the auditable part of that directors' remuneration report.”.

6.  In the Table in Article 270A (defined expressions)(3), at the appropriate place insert –

“directors' report

Article 242”

“group directors' report

Article 242”

“group operating and financial review

Article 242AA”

“operating and financial review

Article 242AA”

7.  In Schedule 23 (table of punishment of offences under the 1986 Order), after the entry for Article 242A(4)(4) insert –

“242AA(5)	Non-compliance with Part VIII as to operating and financial review and its content; directors individually liable	1.   On indictment 2.   Summary	A fine The statutory maximum
242AB(4)	Laying, circulating or delivering operating and financial review without required signature	Summary	Level 3 on the standard scale”.

(1)

Articles 246 and 247 were inserted into the 1986 Order by Article 12 of the Companies (Northern Ireland) Order 1990 in place of existing Articles of those numbers, and amended by S.R. 2003 No. 3 and S.R. 2005 No. 56

(2)

Articles 249 and 250 were inserted into the 1986 Order by Article 13 of the Companies (Northern Ireland) Order 1990 in place of existing Articles of those numbers, and amended by S.R. 2005 No. 56

(3)

Article 270A was inserted into the 1986 Order by Article 24 of the Companies (Northern Ireland) Order 1990, and amended by S.R. 1992 No. 258, S.R. 1994 No. 428, S.R. 1995 No. 128, S.R. 1997 No. 314, S.R. 1997 No. 436, S.R. 2003 No. 3, S.R. 2004 No. 263, S.R. 2004 No. 496 and S.R. 2005 No. 56

(4)

The entry for Article 242A(4) was inserted by Article 25 of, and paragraph 27 of Schedule 10 to, the Companies (Northern Ireland) Order 1990