Companies Act 2014

339.

Right to demand copies of financial statements and reports

339. (1) Any member of a company and any holder of debentures of the company shall be entitled to be furnished by the company, on demand and without charge, with a copy of—

(a) the company’s statutory financial statements for the most recent financial year,

(b) F155 [ subject to subsection (1A) , ] the directors’ report for that year, and

(c) the statutory auditors’ report for that year on those financial statements and that directors’ report.

F156 [ (1A) Subsection (1)(b) shall not apply to a company that qualifies for the micro companies regime and has availed itself of the exemption, under section 325(1A) , from preparing a directors report. ]

(2) If the group financial statements do not deal with a subsidiary undertaking of the company, any member of the company shall be entitled to demand to be furnished by the company, without charge, with a copy of the statutory financial statements of such subsidiary undertaking for the most recent financial year which have been sent to the members of that subsidiary undertaking, together with a copy of the directors’ and statutory auditors’ reports.

(3) Without prejudice to subsection (2) but subject to subsection (4), any member of the company shall be entitled to be furnished, within 14 days after the date on which he or she has made a demand in that behalf to the company, with a copy of any statutory financial statement (including every document required by law to be annexed thereto and a copy of the directors’ and auditors’ reports) of any subsidiary undertaking of the company laid before any annual general meeting of such subsidiary undertaking, at a charge not exceeding €3.00 for each financial year’s financial statements so furnished.

(4) A member shall not be entitled to be furnished with a copy of any statements referred to in subsection (3) laid before an annual general meeting held more than 10 years before the date on which the demand under that subsection is made.

(5) Copies of financial statements need not be sent to any member of a company if, on the application either of the company or of any person who claims to be aggrieved, the court is satisfied that the rights conferred by this section are being abused and orders that such copies need not be sent.

(6) The court may order the company’s costs on such an application to be paid in whole or in part by the member whose demands for copies of statements are the subject of the application to the court.

(7) Any obligation by virtue of subsection (1) or (2) to furnish a person with a document may, unless the company’s constitution provides otherwise, be complied with by using electronic communications for sending that document to such address as may for the time being be notified to the company by that person for that purpose.

(8) If a demand made under this section by a member of a company is not complied with within 14 days after the date on which the demand is made then (unless it is proved that the member has already made a demand for and been furnished with a copy of the financial statements for the financial year concerned) the company and any officer of it who is in default shall be guilty of a category 3 offence.

(9) In the case of any default under this section, the court may direct that the copies demanded shall be sent to the member demanding them.

(10) In subsection (8), “officer” includes any shadow director and de facto director.

Annotations:

Amendments:

F155

Inserted (9.06.2017) by Companies (Accounting) Act 2017 (9/2017), s. 47(a), S.I. No. 246 of 2017, art. 3, subject to transitional provision in art. 4.

F156

Inserted (9.06.2017) by Companies (Accounting) Act 2017 (9/2017), s. 47(b), S.I. No. 246 of 2017, art. 3, subject to transitional provision in art. 4.