After section 384 (companies excluded from the small companies regime) insert—

“384ACompanies qualifying as micro-entities

(1)

A company qualifies as a micro-entity in relation to its first financial year if the qualifying conditions are met in that year.

(2)

Subject to subsection (3), a company qualifies as a micro-entity in relation to a subsequent financial year if the qualifying conditions are met in that year.

(3)

In relation to a subsequent financial year, where on its balance sheet date a company meets or ceases to meet the qualifying conditions, that affects its qualification as a micro-entity only if it occurs in two consecutive financial years.

(4)

The qualifying conditions are met by a company in a year in which it satisfies two or more of the following requirements—

1. Turnover	Not more than £632,000
2. Balance sheet total	Not more than £316,000
3. Number of employees	Not more than 10

(5)

For a period that is a company's financial year but not in fact a year the maximum figures for turnover must be proportionately adjusted.

(6)

The balance sheet total means the aggregate of the amounts shown as assets in the company's balance sheet.

(7)

The number of employees means the average number of persons employed by the company in the year, determined as follows—

(a)

find for each month in the financial year the number of persons employed under contracts of service by the company in that month (whether throughout the month or not),

(b)

add together the monthly totals, and

(c)

divide by the number of months in the financial year.

(8)

In the case of a company which is a parent company, the company qualifies as a micro-entity in relation to a financial year only if—

(a)

the company qualifies as a micro-entity in relation to that year, as determined by subsections (1) to (7), and

(b)

the group headed by the company qualifies as a small group, as determined by section 383(2) to (7).

384BCompanies excluded from being treated as micro-entities

(1)

The micro-entity provisions do not apply in relation to a company's accounts for a particular financial year if the company was at any time within that year—

(a)

a company excluded from the small companies regime by virtue of section 384,

(b)

an investment undertaking as defined in Article 2(14) of Directive 2013/34/EU M1 of 26 June 2013 on the annual financial statements etc. of certain types of undertakings,

(c)

a financial holding undertaking as defined in Article 2(15) of that Directive,

(d)

a credit institution as defined in Article 4 of Directive 2006/48/EC M2 of the European Parliament and of the Council of 14 June 2006 relating to the taking up and pursuit of the business of credit institutions, other than one referred to in Article 2 of that Directive,

(e)

an insurance undertaking as defined in Article 2(1) of Council Directive 91/674/EEC M3 of 19 December 1991 on the annual accounts of insurance undertakings, or

(f)

a charity.

(2)

The micro-entity provisions also do not apply in relation to a company's accounts for a financial year if —

(a)

the company is a parent company which prepares group accounts for that year as permitted by section 398, or

(b)

the company is not a parent company but its accounts are included in consolidated group accounts for that year.”

In section 393 (accounts to give true and fair view), after subsection (1) insert—

“(1A)

The following provisions apply to the directors of a company which qualifies as a micro-entity in relation to a financial year (see sections 384A and 384B) in their consideration of whether the Companies Act individual accounts of the company for that year give a true and fair view as required by subsection (1)(a)—

(a)

where the accounts comprise only micro-entity minimum accounting items, the directors must disregard any provision of an accounting standard which would require the accounts to contain information additional to those items,

(b)

in relation to a micro-entity minimum accounting item contained in the accounts, the directors must disregard any provision of an accounting standard which would require the accounts to contain further information in relation to that item, and

(c)

where the accounts contain an item of information additional to the micro-entity minimum accounting items, the directors must have regard to any provision of an accounting standard which relates to that item.”

In section 414 (approval and signing of accounts), for subsection (3) substitute—

“(3)

If the accounts are prepared in accordance with the small companies regime, the balance sheet must contain, in a prominent position above the signature—

(a)

in the case of individual accounts prepared in accordance with the micro-entity provisions, a statement to that effect, or

(b)

in the case of accounts not prepared as mentioned in paragraph (a), a statement to the effect that the accounts have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.”

In section 469 (preparation and filing of accounts in euros), after subsection (3) insert—

“(3A)

Subsection (3)(b) does not apply to the Companies Act individual accounts of a company for a financial year in which the company qualifies as a micro-entity (see sections 384A and 384B).”

In section 472 (notes to the accounts), after subsection (1) insert—

“(1A)

But in the case of a company which qualifies as a micro-entity in relation to a financial year (see sections 384A and 384B), the notes to the accounts for that year required by section 413 of this Act and regulation 5A of, and paragraph 57 of Part 3 of Schedule 1 to, the Small Companies and Groups (Accounts and Directors' Report) Regulations 2008 (S.I. 2008/409) must be included at the foot of the balance sheet.”

In section 474(1) M6 (minor definitions), after the definition of “international accounting standards” insert—

““micro-entity minimum accounting item” means an item of information required by this Part or by regulations under this Part to be contained in the Companies Act individual accounts of a company for a financial year in relation to which it qualifies as a micro-entity (see sections 384A and 384B);

“micro-entity provisions” means any provisions of this Part, Part 16 or regulations under this Part relating specifically to the individual accounts of a company which qualifies as a micro-entity;”.