Companies Act 2006

Option to provide summary financial statement

426 Option to provide summary financial statement

(1) A company may—

(a) in such cases as may be specified by regulations made by the Secretary of State, and

(b) provided any conditions so specified are complied with,

provide a summary financial statement instead of copies of the accounts and reports required to be sent out in accordance with section 423.

(2) Copies of those accounts and reports must, however, be sent to any person entitled to be sent them in accordance with that section and who wishes to receive them.

(3) The Secretary of State may make provision by regulations as to the manner in which it is to be ascertained, whether before or after a person becomes entitled to be sent a copy of those accounts and reports, whether he wishes to receive them.

(4) A summary financial statement must comply with the requirements of—

• section 427 (form and contents of summary financial statement: unquoted companies), or

• section 428 (form and contents of summary financial statement: quoted companies).

(5) This section applies to copies of accounts and reports required to be sent out by virtue of section 146 to a person nominated to enjoy information rights as it applies to copies of accounts and reports required to be sent out in accordance with section 423 to a member of the company.

(6) Regulations under this section are subject to negative resolution procedure.

427 Form and contents of summary financial statement: unquoted companies

(1) A summary financial statement by a company that is not a quoted company must—

(a) be derived from the company’s annual accounts, and

(b) be prepared in accordance with this section and regulations made under it.

(2) The summary financial statement must be in such form, and contain such information, as the Secretary of State may specify by regulations.

The regulations may require the statement to include information derived from the directors' report.

(3) Nothing in this section or regulations made under it prevents a company from including in a summary financial statement additional information derived from the company’s annual accounts or the directors' report.

(4) The summary financial statement must—

(a) state that it is only a summary of information derived from the company’s annual accounts;

(b) state whether it contains additional information derived from the directors' report and, if so, that it does not contain the full text of that report;

(c) state how a person entitled to them can obtain a full copy of the company’s annual accounts and the directors' report;

(d) contain a statement by the company’s auditor of his opinion as to whether the summary financial statement—

(i) is consistent with the company’s annual accounts and, where information derived from the directors' report is included in the statement, with that report, and

(ii) complies with the requirements of this section and regulations made under it;

(e) state whether the auditor’s report on the annual accounts was unqualified or qualified and, if it was qualified, set out the report in full together with any further material needed to understand the qualification;

(f) state whether, in that report, the auditor’s statement under section 496 (whether directors' report consistent with accounts) was qualified or unqualified and, if it was qualified, set out the qualified statement in full together with any further material needed to understand the qualification;

(g) state whether that auditor’s report contained a statement under—

(i) section 498(2)(a) or (b) (accounting records or returns inadequate or accounts not agreeing with records and returns), or

(ii) section 498(3) (failure to obtain necessary information and explanations),

and if so, set out the statement in full.

(5) Regulations under this section may provide that any specified material may, instead of being included in the summary financial statement, be sent separately at the same time as the statement.

(6) Regulations under this section are subject to negative resolution procedure.

428 Form and contents of summary financial statement: quoted companies

(1) A summary financial statement by a quoted company must—

(a) be derived from the company’s annual accounts and the directors' remuneration report, and

(b) be prepared in accordance with this section and regulations made under it.

(2) The summary financial statement must be in such form, and contain such information, as the Secretary of State may specify by regulations.

The regulations may require the statement to include information derived from the directors' report.

(3) Nothing in this section or regulations made under it prevents a company from including in a summary financial statement additional information derived from the company’s annual accounts, the directors' remuneration report or the directors' report.

(4) The summary financial statement must—

(a) state that it is only a summary of information derived from the company’s annual accounts and the directors' remuneration report;

(b) state whether it contains additional information derived from the directors' report and, if so, that it does not contain the full text of that report;

(c) state how a person entitled to them can obtain a full copy of the company’s annual accounts, the directors' remuneration report or the directors' report;

(d) contain a statement by the company’s auditor of his opinion as to whether the summary financial statement—

(i) is consistent with the company’s annual accounts and the directors' remuneration report and, where information derived from the directors' report is included in the statement, with that report, and

(ii) complies with the requirements of this section and regulations made under it;

(e) state whether the auditor’s report on the annual accounts and the auditable part of the directors' remuneration report was unqualified or qualified and, if it was qualified, set out the report in full together with any further material needed to understand the qualification;

(f) state whether that auditor’s report contained a statement under—

(i) section 498(2) (accounting records or returns inadequate or accounts or directors' remuneration report not agreeing with records and returns), or

(ii) section 498(3) (failure to obtain necessary information and explanations),

and if so, set out the statement in full;

(g) state whether, in that report, the auditor’s statement under section 496 (whether directors' report consistent with accounts) was qualified or unqualified and, if it was qualified, set out the qualified statement in full together with any further material needed to understand the qualification.

(5) Regulations under this section may provide that any specified material may, instead of being included in the summary financial statement, be sent separately at the same time as the statement.

(6) Regulations under this section are subject to negative resolution procedure.

429 Summary financial statements: offences

(1) If default is made in complying with any provision of section 426, 427 or 428, or of regulations under any of those sections, an offence is committed by—

(a) the company, and

(b) every officer of the company who is in default.

(2) A person guilty of an offence under this section is liable on summary conviction to a fine not exceeding level 3 on the standard scale.