SCHEDULES
F1F1SCHEDULE 9
F2Part IF3Form and Content of Accounts
Sch. 9: by virtue of S.I. 1991/2705, regs. 5(1), 9, Pts. I and II of Sch. 9 have formed (2.12.1991) a new Schedule numbered Schedule 9A.
Sch. 9 Pt. I: descriptive Part heading before paragraph 2 substituted by Companies Act 1989 (c. 40, SIF 27), ss. 18(3)(4), 213(2), Sch. 7 (subject to the transitional and saving provisions mentioned in S.I. 1990/355, arts. 6–9)
F5F4 Supplementary provisions
Sch. 9 Pt. I paras. 18A–18C inserted (subject to the saving and transitional provisions mentioned in S.I. 1990/355, arts. 6–9, Sch 2) by Companies Act 1989 (c. 40, SIF 27), ss. 18(3)(4), 213(2), Sch. 7 Pt. I para. 4
Sch. 9: by virtue of S.I. 1991/2705, regs. 5(1), 9, Pts. I and II of Sch. 9 have formed (2.12.1991) a new Schedule numbered Schedule 9A.
F618A
1
Accounting policies shall be applied consistently within the same accounts and from one financial year to the next.
2
If it appears to the directors of a company that there are special reasons for departing from the principle stated in sub-paragraph (1) in preparing the company’s accounts in respect of any financial year, they may do so; but particulars of the departure, the reasons for it and its effect shall be given in a note to the accounts.
F718B
It shall be stated whether the accounts have been prepared in accordance with applicable accounting standards, and particulars of any material departure from those standards and the reasons for it shall be given.
F818C
1
In respect of every item shown in the balance sheet or profit and loss account, or stated in a note to the accounts, there shall be shown or stated the corresponding amount for the financial year immediately preceding that to which the accounts relate, subject to sub-paragraph (3).
2
Where the corresponding amount is not comparable, it shall be adjusted and particulars of the adjustment and the reasons for it shall be given in a note to the accounts.
3
Sub-paragraph (1) does not apply in relation to an amount shown—
a
as an amount the source or application of which is required by paragraph 8 above (reserves and provisions),
b
in pursuance of paragraph 13(10) above (acquisitions and disposals of fixed assets),
c
by virtue of paragraph 13 of Schedule 4A (details of accounting treatment of acquisitions),
d
by virtue of paragraph 2, 8(3), 16, 21(1)(d), 22(4) or (5), 24(3) or (4) or 27(3) or (4) of Schedule 5 (shareholdings in other undertakings), or
e
by virtue of Part II or III of Schedule 6 (loans and other dealings in favour of directors and others).
F9F10. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sch. 9: by virtue of S.I. 1991/2705, regs. 5(1), 9, Pts. I and II of Sch. 9 have formed (2.12.1991) a new Schedule numbered Schedule 9A.
Sch. 9 Pt. II (paras. 19-26): Part heading before para. 19 repealed (subject to the transitional and saving provisions mentioned in S.I. 1990/355, arts. 6-9) by Companies Act 1989 (c. 40, SIF 27), ss. 18(3)(4), 213(2), Sch. 7
F11F12. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sch. 9: by virtue of S.I. 1991/2705, regs. 5(1), 9, Pts. I and II of Sch. 9 have formed (2.12.1991) a new Schedule numbered Schedule 9A.
Sch. 9 Pt. III (paras. 27-29): Part heading before para. 27 repealed (subject to the transitional and saving provisions mentioned in S.I. 1990/355, arts. 6-9) by Companies Act 1989 (c. 40, SIF 27), ss. 18(3)(4), 213(2), Sch. 7
F13 Exceptions for certain companies
Sch. 9: heading before para. 27 inserted by Companies Act 1989 (c. 40, SIF 27), ss. 18(3)(4), 213(2), Sch. 7 Pt. I para. 8(1) (subject to the transitional and saving provisions mentioned in S.I. 1990/355, arts. 6–9)
F15F1428A
Where a company is entitled to, and has availed itself of, any of the provisions of paragraph 27 or 28 of this Schedule, section 235(2) only requires the auditors to state whether in their opinion the accounts have been properly prepared in accordance with this Act.
F16F17. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sch. 9: by virtue of S.I. 1991/2705, regs. 5(1), 9, Pts. I and II of Sch. 9 have formed (2.12.1991) a new Schedule numbered Schedule 9A.
Sch. 9 Pt. IV (para. 31): Part heading before para. 31 repealed (subject to the transitional and saving provisions mentioned in S.I. 1990/355, arts. 6-9) by Companies Act 1989 (c. 40, SIF 27), ss. 18(3)(4), 213(2), Sch. 7
F18F19. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sch. 9: by virtue of S.I. 1991/2705, regs. 5(1), 9, Pts. I and II of Sch. 9 have formed (2.12.1991) a new Schedule numbered Schedule 9A.
Sch. 9 Pt. V (paras. 32-36): Part heading before para. 32 repealed (subject to the transitional and saving provisions mentioned in S.I. 1990/355, arts. 6-9) by Companies Act 1989 (c. 40, SIF 27), ss. 18(3)(4), 213(2), Sch. 7
F21F20Part II Accounts of Banking or Insurance Group
Sch. 9 Pts. II–IV added by Companies Act 1989 (c. 40, SIF 27), ss. 18(3)(4), 213(2), Sch. 7 (subject to the transitional and saving provisions mentioned in S.I. 1990/355, arts. 6–9) (Sch. 7 of the 1989 Act providing that the provisions have effect as Pts. II to IV of Sch. 9)
Sch. 9: by virtue of S.I. 1991/2705, regs. 5(1), 9, Pts. I and II of Sch. 9 have formed (2.12.1991) a new Schedule numbered Schedule 9A.
F24C1C2PART I INDIVIDUAL ACCOUNTS
Sch. 9 Pt. I paras. 1-87 inserted (2.12.1991) by S.I. 1991/2705, regs. 5(4), 9, Sch. 1
Sch. 9 Pt. I modified (coming into force in accordance with s. 3 of the amending Act) by 1999 c. iv, ss. 3, 7(6)
CHAPTER 1 GENERAL RULES AND FORMATS
SECTION AGENERAL RULES
8A
The directors of a company must, in determining how amounts are presented within items in the profit and loss account and balance sheet, have regard to the substance of the reported transaction or arrangement, in accordance with generally accepted accounting principles or practice.
CHAPTER II ACCOUNTING PRINCIPLES AND RULES
SECTION AACCOUNTING PRINCIPLES
22
If it appears to the directors of a company that there are special reasons for departing from any of the principles stated above in preparing the company’s accounts in respect of any financial year they may do so, but particulars of the departure, the reasons for it and its effect shall be given in a note to the accounts.
SECTION BVALUATION RULES
HISTORICAL COST ACCOUNTING RULES
23
Subject to F25paragraphs 39 to 44F of this Part of this Schedule, the amounts to be included in respect of all items shown in a company’s accounts shall be determined in accordance with the rules set out in paragraphs 24 to 38 of this Part of this Schedule.
24General rules
Subject to any provision for depreciation or diminution in value made in accordance with paragraph 25 or 26 the amount to be included in respect of any fixed asset shall be its cost.
25
In the case of any fixed asset which has a limited useful economic life, the amount of:
a
its cost; or
b
where it is estimated that any such asset will have a residual value at the end of the period of its useful economic life, its cost less that estimated residual value;
shall be reduced by provisions for depreciation calculated to write off that amount systematically over the period of the asset’s useful economic life.
26
1
Where a fixed asset investment of a description falling to be included under Assets items 7 (Participating interests) or 8 (Shares in group undertakings) in the balance sheet format, or any other holding of securities held as a financial fixed asset, has diminished in value, provisions for diminution in value may be made in respect of it and the amount to be included in respect of it may be reduced accordingly; and any such provisions which are not shown in the profit and loss account shall be disclosed (either separately or in aggregate) in a note to the accounts.
2
Provisions for diminution in value shall be made in respect of any fixed asset which has diminished in value if the reduction in its value is expected to be permanent (whether its useful economic life is limited or not), and the amount to be included in respect of it shall be reduced accordingly; and any such provisions which are not shown in the profit and loss account shall be disclosed (either separately or in aggregate) in a note to the accounts.
3
Where the reasons for which any provision was made in accordance with sub-paragraph (1) or (2) have ceased to apply to any extent, that provision shall be written back to the extent that it is no longer necessary; and any amounts written back in accordance with this sub-paragraph which are not shown in the profit and loss account shall be disclosed (either separately or in aggregate) in a note to the accounts.
30Other fixed assets
Other assets falling to be included in the balance sheet shall be valued as fixed assets where they are intended for use on a continuing basis in the company’s activities.
37
1
Subject to the qualification mentioned below, the cost of any assets which are fungible assets (including investments) may be determined by the application of any of the methods mentioned in sub-paragraph (2) below in relation to any such assets of the same class.The method chosen must be one which appears to the directors to be appropriate in the circumstances of the company.
2
Those methods are:
a
the method known as “first in, first out” (FIFO);
b
the method known as “last in, first out” (LIFO);
c
a weighted average price; and
d
any other method similar to any of the methods mentioned above.
3
Where in the case of any company:
a
the cost of assets falling to be included under any item shown in the company’s balance sheet has been determined by the application of any method permitted by this paragraph; and
b
the amount shown in respect of that item differs materially from the relevant alternative amount given below in this paragraph;the amount of that difference shall be disclosed in a note to the accounts.
4
Subject to sub-paragraph (5) below, for the purposes of sub-paragraph (3)(b) above, the relevant alternative amount, in relation to any item shown in a company’s balance sheet, is the amount which would have been shown in respect of that item if assets of any class included under that item at an amount determined by any method permitted by this paragraph had instead been included at their replacement cost as at the balance sheet date.
5
The relevant alternative amount may be determined by reference to the most recent actual purchase price before the balance sheet date of assets of any class included under the item in question instead of by reference to their replacement cost as at that date, but only if the former appears to the directors of the company to constitute the more appropriate standard of comparison in the case of assets of that class.
38Substitution of original amount where price or cost unknown
Where there is no record of the purchase price of any asset acquired by a company or of any price, expenses or costs relevant for determining its cost in accordance with paragraph 36, or any such record cannot be obtained without unreasonable expense or delay, its cost shall be taken for the purposes of paragraphs 24 to 34 to be the value ascribed to it in the earliest available record of its value made on or after its acquisition by the company.
ALTERNATIVE ACCOUNTING RULES
39
1
The rules set out in paragraphs 24 to 38 are referred to below in this Schedule as the historical cost accounting rules.
2
Paragraphs 24 to 27 and 31 to 35 are referred to below in this section of this Part of this Schedule as the depreciation rules; and references below in this Schedule to the historical cost accounting rules do not include the depreciation rules as they apply by virtue of paragraph 42.
40
Subject to paragraphs 42 to 44, the amounts to be included in respect of assets of any description mentioned in paragraph 41 may be determined on any basis so mentioned.
41
1
Intangible fixed assets, other than goodwill, may be included at their current cost.
2
Tangible fixed assets may be included at a market value determined as at the date of their last valuation or at their current cost.
3
Investments of any description falling to be included under Assets items 7 (Participating interests) or 8 (Shares in group undertakings) of the balance sheet format and any other securities held as financial fixed assets may be included either:
a
at a market value determined as at the date of their last valuation; or
b
at a value determined on any basis which appears to the directors to be appropriate in the circumstances of the company;
but in the latter case particulars of the method of valuation adopted and of the reasons for adopting it shall be disclosed in a note to the accounts.
4
Securities of any description not held as financial fixed assets (if not valued in accordance with paragraph 34 above) may be included at their current cost.
42
1
Where the value of any asset of a company is determined in accordance with paragraph 41, that value shall be, or (as the case may require) be the starting point for determining, the amount to be included in respect of that asset in the company’s accounts, instead of its cost or any value previously so determined for that asset; and the depreciation rules shall apply accordingly in relation to any such asset with the substitution for any reference to its cost of a reference to the value most recently determined for that asset in accordance with paragraph 41.
2
The amount of any provision for depreciation required in the case of any fixed asset by paragraph 25 or 26 as it applies by virtue of sub-paragraph (1) is referred to below in this paragraph as the “adjusted amount”, and the amount of any provision which would be required by that paragraph in the case of that asset according to the historical cost accounting rules is referred to as the “historical cost amount”.
3
Where sub-paragraph (1) applies in the case of any fixed asset the amount of any provision for depreciation in respect of that asset included in any item shown in the profit and loss account in respect of amounts written off assets of the description in question may be the historical cost amount instead of the adjusted amount, provided that the amount of any difference between the two is shown separately in the profit and loss account or in a note to the accounts.
43
1
This paragraph applies where the amounts to be included in respect of assets covered by any items shown in a company’s accounts have been determined in accordance with paragraph 41.
2
The items affected and the basis of valuation adopted in determining the amounts of the assets in question in the case of each such item shall be disclosed in a note to the accounts.
3
In the case of each balance sheet item affected either:
a
the comparable amounts determined according to the historical cost accounting rules; or
b
the differences between those amounts and the corresponding amounts actually shown in the balance sheet in respect of that item;
shall be shown separately in the balance sheet or in a note to the accounts.
4
In sub-paragraph (3) above, references in relation to any item to the comparable amounts determined as there mentioned are references to:
a
the aggregate amount which would be required to be shown in respect of that item if the amounts to be included in respect of all the assets covered by that item were determined according to the historical cost accounting rules; and
b
the aggregate amount of the cumulative provisions for depreciation or diminution in value which would be permitted or required in determining those amounts according to those rules.
44
1
With respect to any determination of the value of an asset of a company in accordance with paragraph 41, the amount of any profit or loss arising from that determination (after allowing, where appropriate, for any provisions for depreciation or diminution in value made otherwise than by reference to the value so determined and any adjustments of any such provisions made in the light of that determination) shall be credited or (as the case may be) debited to a separate reserve (“the revaluation reserve”).
2
The amount of the revaluation reserve shall be shown in the company’s balance sheet under Liabilities item 11 in the balance sheet format, but need not be shown under that name.
3
An amount may be transferred
F26a
from the revaluation reserve—
i
to the profit and loss account, if the amount was previously charged to that account or represents realised profit, or
ii
on capitalisation,
b
to or from the revaluation reserve in respect of the taxation relating to any profit or loss credited or debited to the reserve;
and the revaluation reserve shall be reduced to the extent that the amounts transferred to it are no longer necessary for the purposes of the valuation method used.
4
In F27sub-paragraph (3)(a)(ii)“capitalisation”, in relation to an amount standing to the credit of the revaluation reserve, means applying it in wholly or partly paying up unissued shares in the company to be allotted to members of the company as fully or partly paid shares.
5
The revaluation reserve shall not be reduced except as mentioned in this paragraph.
6
The treatment for taxation purposes of amounts credited or debited to the revaluation reserve shall be disclosed in a note to the accounts.
FAIR VALUE ACCOUNTING
44A
1
Subject to sub-paragraphs (2) to (4), financial instruments (including derivatives) may be included at fair value.
2
Sub-paragraph (1) does not apply to financial instruments which constitute liabilities unless–
a
they are held as part of a trading portfolio, or
b
they are derivatives.
3
Sub-paragraph (1) does not apply to–
a
financial instruments (other than derivatives) held to maturity;
b
loans and receivables originated by the company and not held for trading purposes;
c
interests in subsidiary undertakings, associated undertakings and joint ventures;
d
equity instruments issued by the company;
e
contracts for contingent consideration in a business combination;
f
other financial instruments with such special characteristics that the instruments, according to generally accepted accounting principles or practice, should be accounted for differently from other financial instruments.
4
If the fair value of a financial instrument cannot be determined reliably in accordance with paragraph 44B, sub-paragraph (1) does not apply to that financial instrument.
5
In this paragraph–
“associated undertaking” has the meaning given by paragraph 20 of Schedule 4A; and
“joint venture” has the meaning given by paragraph 19 of that Schedule.
44B
1
The fair value of a financial instrument is determined in accordance with this paragraph.
2
If a reliable market can readily be identified for the financial instrument, its fair value is determined by reference to its market value.
3
If a reliable market cannot readily be identified for the financial instrument but can be identified for its components or for a similar instrument, its fair value is determined by reference to the market value of its components or of the similar instrument.
4
If neither sub-paragraph (2) nor (3) applies, the fair value of the financial instrument is a value resulting from generally accepted valuation models and techniques.
5
Any valuation models and techniques used for the purposes of sub-paragraph (4) must ensure a reasonable approximation of the market value.
44C
A company may include any assets and liabilities that qualify as hedged items under a fair value hedge accounting system, or identified portions of such assets or liabilities, at the amount required under that system.
44D
1
This paragraph applies to–
a
investment property, and
b
living animals and plants,
that, under international accounting standards, may be included in accounts at fair value.
2
Such investment property and such living animals and plants may be included at fair value, provided that all such investment property or, as the case may be, all such living animals and plants are so included where their fair value can reliably be determined.
3
In this paragraph, “fair value” means fair value determined in accordance with relevant international accounting standards.
44E
1
This paragraph applies where a financial instrument is valued in accordance with paragraph 44A or 44C or an asset is valued in accordance with paragraph 44D.
2
Notwithstanding paragraph 19 of this Schedule, and subject to sub-paragraphs (3) and (4) below, a change in the value of the financial instrument or of the investment property or living animal or plant must be included in the profit and loss account.
3
Where–
a
the financial instrument accounted for is a hedging instrument under a hedge accounting system that allows some or all of the change in value not to be shown in the profit and loss account, or
b
the change in value relates to an exchange difference arising on a monetary item that forms part of a company’s net investment in a foreign entity,
the amount of the change in value must be credited to or (as the case may be) debited from a separate reserve (“the fair value reserve”).
4
Where the instrument accounted for–
a
is an available for sale financial asset, and
b
is not a derivative,
the change in value may be credited to or (as the case may be) debited from the fair value reserve.
44F
1
The fair value reserve must be adjusted to the extent that the amounts shown in it are no longer necessary for the purposes of paragraph 44E(3) or (4).
2
The treatment for taxation purposes of amounts credited or debited to the fair value reserve shall be disclosed in a note to the accounts.
ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES
45
1
Subject to the following sub-paragraphs, amounts to be included in respect of assets and liabilities denominated in foreign currencies shall be in sterling (or the currency in which the accounts are drawn up) after translation at an appropriate spot rate of exchange prevailing at the balance sheet date.
2
An appropriate rate of exchange prevailing on the date of purchase may however be used for assets held as financial fixed assets and assets to be included under Assets items 9 (Intangible fixed assets) and 10 (Tangible fixed assets) in the balance sheet format, if they are not covered or not specifically covered in either the spot or forward currency markets.
3
An appropriate spot rate of exchange prevailing at the balance sheet date shall be used for translating uncompleted spot exchange transactions.
4
An appropriate forward rate of exchange prevailing at the balance sheet date shall be used for translating uncompleted forward exchange transactions.
5
This paragraph does not apply to any assets or liabilities held, or any transactions entered into, for hedging purposes or to any assets or liabilities which are themselves hedged.
46
1
Subject to sub-paragraph (2), any difference between the amount to be included in respect of an asset or liability under paragraph 45 and the book value, after translation into sterling (or the currency in which the accounts are drawn up) at an appropriate rate, of that asset or liability shall be credited or, as the case may be, debited to the profit and loss account.
2
In the case, however, of assets held as financial fixed assets, of assets to be included under Assets items 9 (Intangible fixed assets) and 10 (Tangible fixed assets) in the balance sheet format and of transactions undertaken to cover such assets, any such difference may be deducted from or credited to any non-distributable reserve available for the purpose.
CHAPTER III NOTES TO THE ACCOUNTS
47
1
2
F30. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3
F30. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
48Disclosure of accounting policies
The accounting policies adopted by the company in determining the amounts to be included in respect of items shown in the balance sheet and in determining the profit or loss of the company shall be stated (including such policies with respect to the depreciation and diminution in value of assets).
49
It shall be stated whether the accounts have been prepared in accordance with applicable accounting standards and particulars of any material departure from those standards and the reasons for it shall be given.
50Sums denominated in foreign currencies
Where any sums originally denominated in foreign currencies have been brought into account under any items shown in the balance sheet format or the profit and loss account formats, the basis on which those sums have been translated into sterling (or the currency in which the accounts are drawn up) shall be stated.
50AReserves and dividends
There must be stated–
a
any amount set aside or proposed to be set aside to, or withdrawn or proposed to be withdrawn from, reserves,
b
the aggregate amount of dividends paid in the financial year (other than those for which a liability existed at the immediately preceding balance sheet date),
c
the aggregate amount of dividends that the company is liable to pay at the balance sheet date, and
d
the aggregate amount of dividends that are proposed before the date of approval of the accounts, and not otherwise disclosed under paragraph (b) or (c).
51Share capital and debentures
1
The following information shall be given with respect to the company’s share capital:
a
the authorised share capital; and
b
where shares of more than one class have been allotted, the number and aggregate nominal value of shares of each class allotted.
2
In the case of any part of the allotted share capital that consists of redeemable shares, the following information shall be given:
a
the earliest and latest dates on which the company has power to redeem those shares;
b
whether those shares must be redeemed in any event or are liable to be redeemed at the option of the company or of the shareholder; and
c
whether any (and, if so, what) premium is payable on redemption.
52
If the company has allotted any shares during the financial year, the following information shall be given:
a
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . F31
b
the classes of shares allotted; and
c
as respects each class of shares, the number allotted, their aggregate nominal value and the consideration received by the company for the allotment.
53
1
With respect to any contingent right to the allotment of shares in the company the following particulars shall be given:
a
the number, description and amount of the shares in relation to which the right is exercisable;
b
the period during which it is exercisable; and
c
the price to be paid for the shares allotted.
2
In sub-paragraph (1) above “contingent right to the allotment of shares” means any option to subscribe for shares and any other right to require the allotment of shares to any person whether arising on the conversion into shares of securities of any other description or otherwise.
54
1
If the company has issued any debentures during the financial year to which the accounts relate, the following information shall be given:
F32a
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
b
the classes of debentures issued; and
c
as respects each class of debentures, the amount issued and the consideration received by the company for the issue.
F332
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3
Where any of the company’s debentures are held by a nominee of or trustee for the company, the nominal amount of the debentures and the amount at which they are stated in the accounting records kept by the company in accordance with section 221 of this Act shall be stated.
55Fixed assets
1
In respect of any fixed assets of the company included in any assets item in the company’s balance sheet the following information shall be given by reference to each such item:
a
the appropriate amounts in respect of those assets included in the item as at the date of the beginning of the financial year and as at the balance sheet date respectively;
b
the effect on any amount included in the item in respect of those assets of:
i
any determination during that year of the value to be ascribed to any of those assets in accordance with paragraph 41 above;
ii
acquisitions during that year of any fixed assets;
iii
disposals during that year of any fixed assets; and
iv
any transfers of fixed assets of the company to and from the item during that year.
2
The reference in sub-paragraph (1)(a) to the appropriate amounts in respect of any fixed assets (included in an assets item) as at any date there mentioned is a reference to amounts representing the aggregate amounts determined, as at that date, in respect of fixed assets falling to be included under the item on either of the following bases, that is to say:
a
on the basis of cost (determined in accordance with paragraphs 36 and 37); or
b
on any basis permitted by paragraph 41;
(leaving out of account in either case any provisions for depreciation or diminution in value).
3
In addition, in respect of any fixed assets of the company included in any assets item in the company’s balance sheet, there shall be stated (by reference to each such item):
a
the cumulative amount of provisions for depreciation or diminution in value of those assets included under the item as at each date mentioned in sub-paragraph (1)(a);
b
the amount of any such provisions made in respect of the financial year;
c
the amount of any adjustments made in respect of any such provisions during that year in consequence of the disposal of any of those assets; and
d
the amount of any other adjustments made in respect of any such provisions during that year.
4
The requirements of this paragraph need not be complied with to the extent that a company takes advantage of the option of setting off charges and income afforded by paragraph 5(3) of this Part of this Schedule.
56
Where any fixed assets of the company (other than listed investments) are included under any item shown in the company’s balance sheet at an amount determined in accordance with paragraph 41, the following information shall be given:
a
the years (so far as they are known to the directors) in which the assets were severally valued and the several values; and
b
in the case of assets that have been valued during the financial year, the names of the persons who valued them or particulars of their qualifications for doing so and (whichever is stated) the bases of valuation used by them.
57
In relation to any amount which is included under Assets item 10 in the balance sheet format (Tangible fixed assets) with respect to land and buildings there shall be stated:
a
how much of that amount is ascribable to land of freehold tenure and how much to land of leasehold tenure; and
b
how much of the amount ascribable to land of leasehold tenure is ascribable to land held on long lease and how much to land held on short lease.
58
There shall be disclosed separately the amount of:
a
any participating interests; and
b
any shares in group undertakings that are held in credit institutions.
58AInformation about fair value of assets and liabilities
1
This paragraph applies where financial instruments have been valued in accordance with paragraph 44A or 44C.
2
There must be stated–
a
where the fair value of the instruments has been determined in accordance with paragraph 44B(4), the significant assumptions underlying the valuation models and techniques used,
b
for each category of financial instrument, the fair value of the instruments in that category and the changes in value–
i
included in the profit and loss account, and
ii
credited to or (as the case may be) debited from the fair value reserve,
in respect of those instruments, and
c
for each class of derivatives, the extent and nature of the instruments, including significant terms and conditions that may affect the amount, timing and certainty of future cash flows.
3
Where any amount is transferred to or from the fair value reserve during the financial year, there must be stated in tabular form–
a
the amount of the reserve as at the date of the beginning of the financial year and as at the balance sheet date respectively;
b
the amount transferred to or from the reserve during that year; and
c
the source and application respectively of the amounts so transferred.
58B
Where the company has derivatives that it has not included at fair value, there must be stated for each class of such derivatives–
a
the fair value of the derivatives in that class, if such a value can be determined in accordance with paragraph 44B, and
b
the extent and nature of the derivatives.
58C
1
Sub-paragraph (2) applies if–
a
the company has financial fixed assets that could be included at fair value by virtue of paragraph 44A,
b
the amount at which those assets are included under any item in the company’s accounts is in excess of their fair value, and
c
the company has not made provision for diminution in value of those assets in accordance with paragraph 26(1) of this Part of this Schedule.
2
There must be stated–
a
the amount at which either the individual assets or appropriate groupings of those individual assets are included in the company’s accounts,
b
the fair value of those assets or groupings, and
c
the reasons for not making a provision for diminution in value of those assets, including the nature of the evidence that provides the basis for the belief that the amount at which they are stated in the accounts will be recovered.
58DInformation where investment property and living animals and plants included at fair value
1
This paragraph applies where the amounts to be included in a company’s accounts in respect of investment property or living animals and plants have been determined in accordance with paragraph 44D.
2
The balance sheet items affected and the basis of valuation adopted in determining the amounts of the assets in question in the case of each such item must be disclosed in a note to the accounts.
3
In the case of investment property, for each balance sheet item affected there must be shown, either separately in the balance sheet or in a note to the accounts–
a
the comparable amounts determined according to the historical cost accounting rules; or
b
the differences between those amounts and the corresponding amounts actually shown in the balance sheet in respect of that item.
4
In sub-paragraph (3) above, references in relation to any item to the comparable amounts determined in accordance with that sub-paragraph are references to–
a
the aggregate amount which would be required to be shown in respect of that item if the amounts to be included in respect of all the assets covered by that item were determined according to the historical cost accounting rules; and
b
the aggregate amount of the cumulative provisions for depreciation or diminution in value which would be permitted or required in determining those amounts according to those rules.
59Reserves and provisions
1
Where any amount is transferred:
a
to or from any reserves;
b
to any F34provisions for liabilities, or
c
from any F35provision for liabilities otherwise than for the purpose for which the provision was established;
and the reserves or provisions are or would but for paragraph 3(3) of this Part of this Schedule be shown as separate items in the company’s balance sheet, the information mentioned in the following sub-paragraph shall be given in respect of the aggregate of reserves or provisions included in the same item.
2
That information is:
a
the amount of the reserves or provisions as at the date of the beginning of the financial year and as at the balance sheet date respectively;
b
any amounts transferred to or from the reserve or provisions during that year; and
c
the source and application respectively of any amounts so transferred.
3
Particulars shall be given of each provision included in Liabilities item 6(c) (Other provisions) in the company’s balance sheet in any case where the amount of that provision is material.
60Provision for taxation
The amount of any provision for deferred taxation shall be stated separately from the amount of any provision for other taxation.
61Maturity analysis
1
A company shall disclose separately for each of Assets items 3(b) and 4 and Liabilities items 1(b), 2(b) and 3(b) the aggregate amount of the loans and advances and liabilities included in those items broken down into the following categories:
a
those repayable in not more than three months
b
those repayable in more than three months but not more than one year
c
those repayable in more than one year but not more than five years
d
those repayable in more than five yearsfrom the balance sheet date.
2
A company shall also disclose the aggregate amounts of all loans and advances falling within Assets item 4 (Loans and advances to customers) which are:
a
repayable on demand; or
b
are for an indeterminate period, being repayable upon short notice.
3
For the purposes of sub-paragraph (1), where a loan or advance or liability is repayable by instalments, each such instalment is to be treated as a separate loan or advance or liability.
62Debt and other fixed income securities
A company shall disclose the amount of debt and fixed income securities included in Assets item 5 (Debt securities [and other fixed income securities]) and the amount of such securities included in Liabilities item 3(a) (Bonds and medium term notes) that (in each case) will become due within one year of the balance sheet date.
63Subordinated liabilities
1
The following information must be disclosed in relation to any borrowing included in Liabilities item 7 (Subordinated liabilities) that exceeds 10 per cent. of the total for that item:
a
its amount;
b
the currency in which it is denominated;
c
the rate of interest and the maturity date (or the fact that it is perpetual);
d
the circumstances in which early repayment may be demanded;
e
the terms of the subordination; and
f
the existence of any provisions whereby it may be converted into capital or some other form of liability and the terms of any such provisions.
2
The general terms of any other borrowings included in Liabilities item 7 shall also be stated.
64Fixed cumulative dividends
If any fixed cumulative dividends on the company’s shares are in arrear, there shall be stated:
a
the amount of the arrears; and
b
the period for which the dividends or, if there is more than one class, each class of them are in arrear.
65Details of assets charged
1
There shall be disclosed, in relation to each liabilities and memorandum item of the balance sheet format, the aggregate amount of any assets of the company which have been charged to secure any liability or potential liability included thereunder, the aggregate amount of the liabilities or potential liabilities so secured and an indication of the nature of the security given.
2
Particulars shall also be given of any other charge on the assets of the company to secure the liabilities of any other person, including, where practicable, the amount secured.
66Guarantees and other financial commitments
1
There shall be stated, where practicable:
a
the aggregate amount or estimated amount of contracts for capital expenditure, so far as not provided for; F36. . .
F37b
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2
Particulars shall be given of:
a
any pension commitments included under any provision shown in the company’s balance sheet; and
b
any such commitments for which no provision has been made;
and where any such commitment relates wholly or partly to pensions payable to past directors of the company separate particulars shall be given of that commitment so far as it relates to such pensions.
3
Particulars shall also be given of any other financial commitments, including any contingent liabilities, which:
a
have not been provided for;
b
have not been included in the memorandum items in the balance sheet format; and
c
are relevant to assessing the company’s state of affairs.
4
Commitments within any of the preceding sub-paragraphs undertaken on behalf of or for the benefit of:
a
any parent company or fellow subsidiary undertaking of the company; or
b
any subsidiary undertaking of the company;
shall be stated separately from the other commitments within that sub-paragraph (and commitments within paragraph (a) shall be stated separately from those within paragraph (b)).
5
There shall be disclosed the nature and amount of any contingent liabilities and commitments included in Memorandum items 1 and 2 which are material in relation to the company’s activities.
67Memorandum items: Group undertakings
1
With respect to contingent liabilities required to be included under Memorandum item 1 in the balance sheet format, there shall be stated in a note to the accounts the amount of such contingent liabilities incurred on behalf of or for the benefit of:
a
any parent undertaking or fellow subsidiary undertaking; or
b
any subsidiary undertaking
of the company; in addition the amount incurred in respect of the undertakings referred to in paragraph (a) shall be stated separately from the amount incurred in respect of the undertakings referred to in paragraph (b).
2
With respect to commitments required to be included under Memorandum item 2 in the balance sheet format, there shall be stated in a note to the accounts the amount of such commitments undertaken on behalf of or for the benefit of:
a
any parent undertaking or fellow subsidiary undertaking; or
b
any subsidiary undertaking
of the company; in addition the amount incurred in respect of the undertakings referred to in paragraph (a) shall be stated separately from the amount incurred in respect of the undertakings referred to in paragraph (b).
68Transferable securities
1
There shall be disclosed for each of Assets items 5 to 8 in the balance sheet format the amount of transferable securities included under those items:
a
that are listed and the amount of those that are unlisted; F38. . .
F39b
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2
In the case of each amount shown in respect of listed securities under sub-paragraph (1)(a) above, there shall also be disclosed the aggregate market value of those securities, if different from the amount shown.
3
There shall also be disclosed for each of Assets items 5 and 6 the amount of transferablesecurities included under those items that are held as financial fixed assets and the amount of those that are not so held, together with the criterion used by the directors to distinguish those held as financial fixed assets.
69Leasing transactions
The aggregate amount of all property (other than land) leased by the company to other persons shall be disclosed, broken down so as to show the aggregate amount included in each relevant balance sheet item.
70Assets and liabilities denominated in a currency other than sterling (or the currency in which the accounts are drawn up)
1
The aggregate amount, in sterling (or the currency in which the accounts are drawn up), of all assets denominated in a currency other than sterling (or the currency used), together with the aggregate amount, in sterling (or the currency used), of all liabilities so denominated, is to be disclosed.
2
For the purposes of this paragraph an appropriate rate of exchange prevailing at the balance sheet date shall be used to determine the amounts concerned.
71Sundry assets and liabilities
Where any amount shown under either of the following items is material, particulars shall be given of each type of asset or liability included therein, including an explanation of the nature of the asset or liability and the amount included with respect to assets or liabilities of that type:
a
Assets item 13 (Other assets)
b
Liabilities item 4 (Other liabilities).
72Unmatured forward transactions
1
The following shall be disclosed with respect to unmatured forward transactions outstanding at the balance sheet date:
a
the categories of such transactions, by reference to an appropriate system of classification;
b
whether, in the case of each such category, they have been made, to any material extent, for the purpose of hedging the effects of fluctuations in interest rates, exchange rates and market prices or whether they have been made, to any material extent, for dealing purposes.
2
Transactions falling within sub-paragraph (1) shall include all those in relation to which income or expenditure is to be included in:
a
format 1, item 6 or format 2, items B4 or A3 (Dealing [profits] [losses]),
b
format 1, items 1 or 2, or format 2, items B1 or A1, by virtue of notes (1)(b) and (2)(b) to the profit and loss account formats (forward contracts, spread over the actual duration of the contract and similar in nature to interest).
73Miscellaneous matters
1
Particulars shall be given of any case where the cost of any asset is for the first time determined under paragraph 38 of this Part of this Schedule.
2
Where any outstanding loans made under the authority of section 153(4)(b), (bb) or (c) or section 155 of this Act (various cases of financial assistance by a company for purchase of its own shares) are included under any item shown in the company’s balance sheet, the aggregate amount of those loans shall be disclosed for each item in question.
F403
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
F4174. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
75Particulars of tax
F421
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2
Particulars shall be given of any special circumstances which affect liability in respect of taxation of profits, income or capital gains for the financial year or liability in respect of taxation of profits, income or capital gains for succeeding financial years.
3
The following amounts shall be stated:
a
the amount of the charge for United Kingdom corporation tax;
b
if that amount would have been greater but for relief from double taxation, the amount which it would have been but for such relief;
c
the amount of the charge for United Kingdom income tax; and
d
the amount of the charge for taxation imposed outside the United Kingdom of profits, income and (so far as charged to revenue) capital gains.
These amounts shall be stated separately in respect of each of the amounts which is shown under the following items in the profit and loss account, that is to say format 1 item 16, format 2 item A10 (Tax on [profit] [loss] on ordinary activities) and format 1 item 21, format 2 item A13 (Tax on extraordinary [profit] [loss]).
76Particulars of income
1
A company shall disclose, with respect to income included in the following items in the profit and loss account formats, the amount of that income attributable to each of the geographical markets in which the company has operated during the financial year:
a
format 1 item 1, format 2 item B1 (Interest receivable);
b
format 1 item 3, format 2 item B2 (Dividend income);
c
format 1 item 4, format 2 item B3 (Fees and commissions receivable);
d
format 1 item 6, format 2 item B4 (Dealing profits); and
e
format 1 item 7, format 2 item B7 (Other operating income).
2
In analysing for the purposes of this paragraph the source of any income, the directors shall have regard to the manner in which the company’s activities are organised.
3
For the purposes of this paragraph, markets which do not differ substantially from each other shall be treated as one market.
4
Where in the opinion of the directors the disclosure of any information required by this paragraph would be seriously prejudicial to the interests of the company, that information need not be disclosed, but the fact that any such information has not been disclosed must be stated.
77Particulars of staff
F43. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
78Management and agency services
A company providing any management and agency services to customers shall disclose that fact, if the scale of such services provided is material in the context of its business as a whole.
79Subordinated liabilities
Any amounts charged to the profit and loss account representing charges incurred during the year with respect to subordinated liabilities shall be disclosed.
80Sundry income and charges
Where any amount to be included in any of the following items is material, particulars shall be given of each individual component of the figure, including an explanation of their nature and amount:
a
In format 1:
i
Items 7 and 10 (Other operating income and charges)
ii
Items 18 and 19 (Extraordinary income and charges);
b
In format 2:
i
Items A6 and B7 (Other operating charges and income)
ii
Items A12 and B10 (Extraordinary charges and income).
81Miscellaneous matters
1
Where any amount relating to any preceding financial year is included in any item in the profit and loss account, the effect shall be stated.
2
The effect shall be stated of any transactions that are exceptional by virtue of size or incidence though they fall within the ordinary activities of the company.
CHAPTER IV INTERPRETATION OF PART I
82General
The following definitions apply for the purposes of this Part of this Schedule and its interpretation:
F44 . . .
F45. . .
“Financial fixed assets” means loans and advances and securities held as fixed assets; participating interests and shareholdings in group undertakings shall be regarded as financial fixed assets;
“Fungible assets” means assets of any description which are substantially indistinguishable one from another;
F46“Investment property” means land held to earn rent or for capital appreciation.
“Lease” includes an agreement for a lease;
“Listed security” means a security listed on a recognised stock exchange, or on any stock exchange of repute outside Great Britain and the expression “unlisted security” shall be construed accordingly;
“Long lease” means a lease in the case of which the portion of the term for which it was granted remaining unexpired at the end of the financial year is not less than 50 years;
“Repayable on demand”, in connection with deposits, loans or advances, means those amounts which can at any time be withdrawn or demanded without notice or for which a maturity or period of notice of not more than 24 hours or one working day has been agreed;
“Sale and repurchase transaction” means a transaction which involves the transfer by a credit institution or customer (“the transferor”) to another credit institution or customer (“the transferee”) of assets subject to an agreement that the same assets, or (in the case of fungible assets) equivalent assets, will subsequently be transferred back to the transferor at a specified price on a date specified or to be specified by the transferor; but the following shall not be regarded as sale and repurchase transactions: forward exchange transactions, options, transactions involving the issue of debt securities with a commitment to repurchase all or part of the issue before maturity or any similar transactions;
“Sale and option to resell transaction” means a transaction which involves the transfer by a credit institution or customer (“the transferor”) to another credit institution or customer (“the transferee”) of assets subject to an agreement that the transferee is entitled to require the subsequent transfer of the same assets, or (in the case of fungible assets) equivalent assets, back to the transferor at the purchase price or another price agreed in advance on a date specified or to be specified; and
“Short lease” means a lease which is not a long lease.
82AFinancial instruments
For the purposes of this Part of this Schedule, references to “derivatives” include commodity-based contracts that give either contracting party the right to settle in cash or in some other financial instrument, except when such contracts–
a
were entered into for the purpose of, and continue to meet, the company’s expected purchase, sale or usage requirements,
b
were designated for such purpose at their inception, and
c
are expected to be settled by delivery of the commodity.
82B
1
The expressions listed in sub-paragraph (2) have the same meaning in paragraphs 44A to 44F, 58A to 58C and 82A of this Part of this Schedule as they have in Council Directives 78/660/EEC on the annual accounts of certain types of companies and 86/635/EEC on the annual accounts and consolidated accounts of banks and other financial institutions, as amended. F53
2
Those expressions are “available for sale financial asset”, “business combination”, “commodity-based contracts”, “derivative”, “equity instrument”, “exchange difference”, “fair value hedge accounting system”, “financial fixed asset”, “financial instrument”, “foreign entity”, “hedge accounting”, “hedge accounting system”, “hedged items”, “hedging instrument”, “held for trading purposes”, “held to maturity”, “monetary item”, “receivables”, “reliable market” and “trading portfolio”.
83Loans
For the purposes of this Part of this Schedule a loan or advance (including a liability comprising a loan or advance) is treated as falling due for repayment, and an instalment of a loan or advance is treated as falling due for payment, on the earliest date on which the lender could require repayment or (as the case may be) payment, if he exercised all options and rights available to him.
84Materiality
For the purposes of this Part of this Schedule amounts which in the particular context of any provision of this Part are not material may be disregarded for the purposes of that provision.
85Provisions
For the purposes of this Part of this Schedule and its interpretation:
a
references in this Part to provisions for depreciation or diminution in value of assets are to any amount written off by way of providing for depreciation or diminution in value of assets;
b
any reference in the profit and loss account formats or the notes thereto set out in Section B of this Part to the depreciation of, or amounts written off, assets of any description is to any provision for depreciation or diminution in value of assets of that description; and
c
references in this Part to F47provisions for liabilities are to any amount retained as reasonably necessary for the purpose of providing for any liability F48the nature of which is clearly defined and which is either likely to be incurred, or certain to be incurred but uncertain as to amount or as to the date on which it will arise.
86Scots land tenure
In the application of this Part of this Schedule to Scotland, “land of freehold tenure” means land in respect of which the company F49is the proprietor of the dominium utile or, in the case of land not held on feudal tenure, is the owner; “land of leasehold tenure” means land of which the company is the tenant under a lease F49; and the reference to ground-rents, rates and other outgoings includes feu-duty and ground annual.
87Staff costs
For the purposes of this Part of this Schedule and its interpretation:
a
“Social security costs” means any contributions by the company to any state social security or pension scheme, fund or arrangement;
F50b
“Pension costs” includes any costs incurred by the company in respect of any pension scheme established for the purpose of providing pensions for persons currently or formerly employed by the company, any sums set aside for the future payment of pensions directly by the company to current or former employees and any pensions paid directly to such persons without having first been set aside; and
c
any amount stated in respect of F51the item “social security costs” or in respect of the item “wages and salaries” in the company’s profit and loss account shall be determined by reference to payments made or costs incurred in respect of all persons employed by the company during the financial year who are taken into account in determining the relevant annual number for the purposes of F52section 231A(1)(a) .
F54PART II CONSOLIDATED ACCOUNTS
Sch. 9 Pt. II paras. 1-7 inserted (2.12.1991) by S.I. 1991/2705, regs. 5(4), 9, Sch. 1
F22Part III
Sch. 9 Pt. III repealed (2.12.1991) by S.I. 1991/2705, regs. 5(2), 9
F55PART III ADDITIONAL DISCLOSURE: RELATED UNDERTAKINGS
Sch. 9 Pt. III inserted (2.12.1991) by S.I. 1991/2705, regs. 5(4), 9, Sch. 1
F23Part IV Additional Disclosure: Emoluments and Other Benefits of Directors and Others
Sch. 9 Pts. II–IV added by Companies Act 1989 (c. 40, SIF 27), ss. 18(3)(4), 213(2), Sch. 7 (subject to the transitional and saving provisions mentioned in S.I. 1990/355, arts. 6–9) (Sch. 7 of the 1989 Act providing that the provisions have effect as Pts. II to IV of Sch. 9)
Sch. 9 repealed (6.4.2008) by Companies Act 2006 (c. 46), ss. 1295, 1300, Sch. 16; S.I. 2007/3495, art. 8(a), Sch. 2 Pt. 1 (with arts. 7, 12); Sch. 9 para. 3(4)(5) and certain words in Sch. 9 para. 3(3)(a) are expressed to be repealed (6.4.2008 with effect as stated in Sch. 1 para. 91(2) of the amending S.I.) by S.I. 2008/948, arts. 2(1), 3, Sch. 1 para. 90(1), Sch. 2 (with arts. 6, 11, 12)