Companies Act 2014

355.

Approval and signing of abridged financial statements

355. (1) Where the directors of a company are satisfied that the requirements of section 353 F185 [ ] have been complied with as regards the preparation of the abridged financial statements, those financial statements shall be approved by the board of directors and signed on their behalf by 2 directors, where there are 2 or more directors.

(2) Without prejudice to the generality of section 11 and its application to the other provisions of this section, where the company has a sole director subsection (1) operates to require that director, if he or she is satisfied as to the matters referred to in that subsection in respect of the statements, to approve and sign the abridged financial statements.

(3) In addition to the preceding requirements, there shall be included the following statement on the face of the F186 [ balance sheet forming part of the abridged financial statements ], namely a statement by the directors of the company that:

(a) they have relied on the specified exemption contained in section 352 ;

(b) they have done so on the ground that the company is entitled to the benefit of that exemption as a small company F187 [ ]; and

(c) the abridged financial statements have been properly prepared in accordance with section 353 F188 [ ].

(4) The signatures or signature required by subsection (1) or (2), as the case may be, shall be inserted on the face of the F189 [ balance sheet forming part of the abridged financial statements ] immediately after the statement referred to in subsection (3).

(5) Every copy of every F190 [ balance sheet forming part of the abridged financial statements ] which is approved by the board of directors or which is circulated, published or issued shall state the names of the persons who signed the balance sheet on behalf of the board of directors.

F191 [ (6) The following requirements apply to the documents annexed to the annual return under section 352(3) and delivered to the Registrar:

(a) the copy of the abridged financial statements required by section 352(3)(a) shall state the names of the directors who signed the balance sheet on behalf of the board of directors;

(b) the copy of the special statutory auditors report required by section 352(3)(b) shall state the name of the statutory auditors who signed the report and, if different, the name of the statutory auditors who signed the report under section 391 . ]

(7) If abridged financial statements are approved which have not been prepared in accordance with the requirements of section 353 F192 [ ], every director of the company who is party to their approval, and who knows that they have not been so prepared or is reckless as to whether they have been so prepared, shall be guilty of a category 2 offence.

(8) For that purpose, every director of the company at the time the abridged financial statements are approved shall be taken to be a party to their approval unless he or she shows that he or she took all reasonable steps to prevent their being approved.

(9) If the requirements of subsection (6) as regards documents annexed to an annual return under section 352(3) F193 [ ] are not complied with, the company concerned and any officer of it who is in default shall be guilty of a category 2 offence.

(10) In subsection (9)“officer” includes any shadow director and de facto director.

Annotations

Amendments:

F185

Deleted (9.06.2017) by Companies (Accounting) Act 2017 (9/2017), s. 53(a), S.I. No. 246 of 2017, art. 3, subject to transitional provision in art. 4.

F186

Substituted (9.06.2017) by Companies (Accounting) Act 2017 (9/2017), s. 53(b)(i), S.I. No. 246 of 2017, art. 3, subject to transitional provision in art. 4.

F187

Deleted (9.06.2017) by Companies (Accounting) Act 2017 (9/2017), s. 53(b)(ii), S.I. No. 246 of 2017, art. 3, subject to transitional provision in art. 4.

F188

Deleted (9.06.2017) by Companies (Accounting) Act 2017 (9/2017), s. 53(b)(iii), S.I. No. 246 of 2017, art. 3, subject to transitional provision in art. 4.

F189

Substituted (9.06.2017) by Companies (Accounting) Act 2017 (9/2017), s. 53(c), S.I. No. 246 of 2017, art. 3, subject to transitional provision in art. 4.

F190

Substituted (9.06.2017) by Companies (Accounting) Act 2017 (9/2017), s. 53(d), S.I. No. 246 of 2017, art. 3, subject to transitional provision in art. 4.

F191

Substituted (9.06.2017) by Companies (Accounting) Act 2017 (9/2017), s. 53(e), S.I. No. 246 of 2017, art. 3, subject to transitional provision in art. 4.

F192

Deleted (9.06.2017) by Companies (Accounting) Act 2017 (9/2017), s. 53(f), S.I. No. 246 of 2017, art. 3, subject to transitional provision in art. 4.

F193

Deleted (9.06.2017) by Companies (Accounting) Act 2017 (9/2017), s. 53(g), S.I. No. 246 of 2017, art. 3, subject to transitional provision in art. 4.

Modifications (not altering text):

C79

Section applied with modifications (1.01.2020) by European Union (Qualifying Partnerships: Accounting and Auditing) Regulations 2019 (S.I. No. 597 of 2019), reg. 25, in effect as per reg. 1(2), (3).

Application of section 355 of Principal Act

25. Section 355 of the Principal Act shall apply to a qualifying partnership subject to the following modifications:

(a) where the qualifying partnership is not a limited partnership, the abridged financial statements referred to in subsection 355(1) of the Principal Act shall be approved by the members and signed on their behalf by at least 2 of their number;

(b) where the qualifying partnership is a limited partnership -

(i) if there is only one general partner, the abridged financial statements referred to in subsection 355(1) of the Principal Act shall be approved by that general partner and shall bear the signature of that partner, or

(ii) if there is more than one general partner, the abridged financial statements referred to in subsection 355(1) of the Principal Act shall be approved by the general partners and signed on their behalf by at least 2 of their number.

C80

Application of subss. (7), (9) extended (1.01.2020) by European Union (Qualifying Partnerships: Accounting and Auditing) Regulations 2019 (S.I. No. 597 of 2019), reg. 42(1), (2), in effect as per reg. 1(2), (3).

Offences

42. (1) A qualifying partnership that fails to comply with any provision referred to in sections 291(9), 292(3), 294(9), 295(3), 324(6), 324(8), 355(7), 355(9), 356(5) or 1458(4) of the Principal Act as applied by these Regulations commits an offence.

(2) Where an offence under paragraph (1) is committed by a qualifying partnership and it is proved that the offence was committed with the consent or connivance, or was attributable to any wilful neglect, of a person who was -

(a) a member of the qualifying partnership,

(b) a director of such a member, or (c) a person purporting to act in either such capacity,

that person shall, as well as the qualifying partnership, be guilty of an offence and may be proceeded against and punished as if he or she were guilty of the first-mentioned offence.

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