Companies Act 2006

Auditor's reportU.K.

495Auditor's report on company's annual accountsU.K.

(1)A company's auditor must make a report to the company's members on all annual accounts of the company of which copies are, during his tenure of office—

(a)in the case of a private company, to be sent out to members under section 423;

(b)in the case of a public company, to be laid before the company in general meeting under section 437.

(2)The auditor's report must include—

(a)an introduction identifying the annual accounts that are the subject of the audit and the financial reporting framework that has been applied in their preparation, and

(b)a description of the scope of the audit identifying the auditing standards in accordance with which the audit was conducted.

(3)The report must state clearly whether, in the auditor's opinion, the annual accounts—

(a)give a true and fair view—

(i)in the case of an individual balance sheet, of the state of affairs of the company as at the end of the financial year,

(ii)in the case of an individual profit and loss account, of the profit or loss of the company for the financial year,

(iii)in the case of group accounts, of the state of affairs as at the end of the financial year and of the profit or loss for the financial year of the undertakings included in the consolidation as a whole, so far as concerns members of the company;

(b)have been properly prepared in accordance with the relevant financial reporting framework; and

(c)have been prepared in accordance with the requirements of this Act (and, where applicable, Article 4 of the IAS Regulation).

Expressions used in this subsection that are defined for the purposes of Part 15 (see section 474) have the same meaning as in that Part.

(4)The auditor's report—

(a)must be either unqualified or qualified, and

(b)must include a reference to any matters to which the auditor wishes to draw attention by way of emphasis without qualifying the report.

496Auditor's report [F1strategic report and] on directors' reportU.K.

The auditor must state in his report on the company's annual accounts whether in his opinion the information given in [F2the strategic report (if any) and] the directors' report for the financial year for which the accounts are prepared is consistent with those accounts.

497Auditor's report on auditable part of directors' remuneration reportU.K.

(1)If the company is a quoted company, the auditor, in his report on the company's annual accounts for the financial year, must—

(a)report to the company's members on the auditable part of the directors' remuneration report, and

(b)state whether in his opinion that part of the directors' remuneration report has been properly prepared in accordance with this Act.

(2)For the purposes of this Part, “the auditable part” of a directors' remuneration report is the part identified as such by regulations under section 421.

[F3497AAuditor's report on separate corporate governance statementU.K.

(1)Where the company prepares a separate corporate governance statement in respect of a financial year the auditor must state in his report on the company's annual accounts for that year whether in his opinion the information given in the statement in compliance with rules 7.2.5 and 7.2.6 in the Disclosure Rules and Transparency Rules sourcebook [F4made by the Financial Conduct Authority] (information about internal control and risk management systems in relation to financial reporting processes and about share capital structures) is consistent with those accounts.

F5(2). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .]