F1F2F3F4Part VIIIN.I.Accounts and Audit

F1mod. SR 1994/133

Chapter 1N.I.Provisions Applying to Companies Generally

[F5Revision of defective accounts and reports]N.I.

Application to court in respect of defective accountsF23N.I.

253B .F6—(1) An application may be made to the court—

(a)by the Department, after having complied with Article 253A, or

(b)by a person authorised by the Department for the purposes of this Article,

for a declaration that the annual accounts of a company do not comply[F7, or a directors' report F8. . . does not comply,] with the requirements of this Order[F9 (or, where applicable, of Article 4 of the IAS Regulation)] and for an order requiring the directors of the company to prepare revised accounts[F7 or revised report F10. . . ].

(2) Notice of the application, together with a general statement of the matters at issue in the proceedings, shall be given by the applicant to the registrar for registration.

(3) If the court orders the preparation of revised accounts, it may give directions with respect to—

(a)the auditing of the accounts,

(b)the revision of any directors' report[F11, directors' remuneration report] or summary financial statement, and

(c)the taking of steps by the directors to bring the making of the order to the notice of persons likely to rely on the previous accounts,

and such other matters as the court thinks fit.

[F7(3A) If the court orders the preparation of a revised directors' report F12. . . it may give directions with respect to—

(a)the review of the directors' report F13. . . by the auditors,

(b)the revision of any directors' report, directors' remuneration report F14. . . or summary financial statement,

(c)the taking of steps by the directors to bring the making of the order to the notice of persons likely to rely on the previous report F15. . . , and

(d)such other matters as the court thinks fit.]

(4) If the court finds that the accounts[F16or report] did not comply with the requirements of this Order[F9 (or, where applicable, of Article 4 of the IAS Regulation)] it may order that all or part of—

(a)the costs of and incidental to the application, and

(b)any reasonable expenses incurred by the company in connection with or in consequence of the preparation of revised accounts[F7 or a revised report F17. . . ],

shall be borne by such of the directors as were party to the approval of the[F18 defective accounts or report].

For this purpose every director of the company at the time[F7 of the [F19approval of the accounts or report]] shall be taken to have been a party to[F7 the approval] unless he shows that he took all reasonable steps to prevent[F7 that approval].

(5) Where the court makes an order under paragraph (4) it shall have regard to whether the directors party to the approval of the defective accounts[F20or report] knew or ought to have known that the accounts[F20or report] did not comply with the requirements of this Order[F9 (or, where applicable, of Article 4 of the IAS Regulation)], and it may exclude one or more directors from the order or order the payment of different amounts by different directors.

(6) On the conclusion of proceedings on an application under this Article, the applicant shall give to the registrar for registration an office copy of the court order or, as the case may be, notice that the application has failed or been withdrawn.

[F7(7) The provisions of this Article apply equally to revised annual accounts [F21and revised directors' reports] , in which case they have effect as if the references to revised accounts [F22or reports] were references to further revised accounts [F22or reports] .]

F6mod. SR 1994/133

F7SR 2005/61

F9SR 2004/496

F11SR 2005/56

F23Order repealed (prosp.) by Companies Act 2006 (c. 46), ss. 1284(2), 1295, 1300(2), Sch. 16 and the repeal being partly in force, as to which see individual Articles (with savings (with adaptations) by Companies Act 2006 (Commencement No. 6, Saving and Commencement Nos. 3 and 5 (Amendment)) Order 2008 (S.I. 2008/674), arts. 2(3), {4}, Sch. 2) and subject to amendments (6.4.2008) by Companies Act 2006 (Consequential Amendments etc) Order 2008 (S.I. 2008/948), arts. 2(2), 3(1)(b)(2), Sch. 1 paras. 135, 147, 148 {Sch. 2 Note 1} (with arts. 6, 11, 12) and subject to amendments (6.4.2008) by S.R. 2008/133, {regs. 2, 3}