The Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008

Publication Date:January 01, 2008
 
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2008No. 410

COMPANIES

The Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008

19thFebruary2008

6thApril2008

CONTENTS

PART 1

INTRODUCTION

1. Citation and interpretation

2. Commencement and application

PART 2

FORM AND CONTENT OF ACCOUNTS

3. Companies Act individual accounts (companies other than banking and insurance companies)

4. Medium-sized companies: exemptions for Companies Act individual accounts

5. Companies Act individual accounts: banking companies

6. Companies Act individual accounts: insurance companies

7. Information about related undertakings (Companies Act or IAS individual or group accounts)

8. Information about directors' benefits: remuneration (Companies Act or IAS individual or group accounts: quoted and unquoted companies)

9. Companies Act group accounts

PART 3

DIRECTORS' REPORT

10. Directors' report

PART 4

DIRECTORS' REMUNERATION REPORT

11. Directors' remuneration report (quoted companies)

PART 5

INTERPRETATION

12. Definition of "provisions"

13. General interpretation

SCHEDULE 1-

COMPANIES ACT INDIVIDUAL ACCOUNTS: COMPANIES WHICH ARE NOT BANKING OR INSURANCE COMPANIES

PART 1-

GENERAL RULES AND FORMATS

PART 2-

ACCOUNTING PRINCIPLES AND RULES

PART 3-

NOTES TO THE ACCOUNTS

PART 4-

SPECIAL PROVISION WHERE COMPANY IS A PARENT COMPANY OR SUBSIDIARY UNDERTAKING

PART 5-

SPECIAL PROVISIONS WHERE THE COMPANY IS AN INVESTMENT COMPANY

SCHEDULE 2-

BANKING COMPANIES: COMPANIES ACT INDIVIDUAL ACCOUNTS

PART 1-

GENERAL RULES AND FORMATS

PART 2-

ACCOUNTING PRINCIPLES AND RULES

PART 3-

NOTES TO THE ACCOUNTS

PART 4-

INTERPRETATION OF THIS SCHEDULE

SCHEDULE 3-

INSURANCE COMPANIES: COMPANIES ACT INDIVIDUAL ACCOUNTS

PART 1-

GENERAL RULES AND FORMATS

PART 2-

ACCOUNTING PRINCIPLES AND RULES

PART 3-

NOTES TO THE ACCOUNTS

PART 4-

INTERPRETATION OF THIS SCHEDULE

SCHEDULE 4-

INFORMATION ON RELATED UNDERTAKINGS REQUIRED WHETHER PREPARING COMPANIES ACT OR IAS ACCOUNTS

PART 1-

PROVISIONS APPLYING TO ALL COMPANIES

PART 2-

COMPANIES NOT REQUIRED TO PREPARE GROUP ACCOUNTS

PART 3-

COMPANIES REQUIRED TO PREPARE GROUP ACCOUNTS

PART 4-

ADDITIONAL DISCLOSURES FOR BANKING COMPANIES AND GROUPS

PART 5-

INTERPRETATION OF REFERENCES TO "BENEFICIAL INTEREST"

SCHEDULE 5-

INFORMATION ABOUT BENEFITS OF DIRECTORS

PART 1-

PROVISIONS APPLYING TO QUOTED AND UNQUOTED COMPANIES

PART 2-

PROVISIONS APPLYING ONLY TO UNQUOTED COMPANIES

PART 3-

SUPPLEMENTARY PROVISIONS

SCHEDULE 6-

COMPANIES ACT GROUP ACCOUNTS

PART 1-

GENERAL RULES

PART 2-

MODIFICATIONS FOR BANKING GROUPS

PART 3-

MODIFICATIONS FOR INSURANCE GROUPS

SCHEDULE 7-

MATTERS TO BE DEALT WITH IN DIRECTORS' REPORT

PART 1-

MATTERS OF A GENERAL NATURE

PART 2-

DISCLOSURE REQUIRED BY COMPANY ACQUIRING ITS OWN SHARES ETC.

PART 3-

DISCLOSURE CONCERNING EMPLOYMENT ETC. OF DISABLED PERSONS

PART 4-

EMPLOYEE INVOLVEMENT

PART 5-

POLICY AND PRACTICE ON PAYMENT OF CREDITORS

PART 6-

DISCLOSURE REQUIRED BY CERTAIN PUBLICLY-TRADED COMPANIES

SCHEDULE 8-

QUOTED COMPANIES: DIRECTORS' REMUNERATION REPORT

PART 1-

INTRODUCTORY

PART 2-

INFORMATION NOT SUBJECT TO AUDIT

PART 3-

INFORMATION SUBJECT TO AUDIT

PART 4-

INTERPRETATION AND SUPPLEMENTARY

SCHEDULE 9-

INTERPRETATION OF TERM "PROVISIONS"

PART 1-

MEANING FOR PURPOSES OF THESE REGULATIONS

PART 2-

MEANING FOR PURPOSES OF PARTS 18 AND 23 OF THE 2006 ACT

SCHEDULE 10-

GENERAL INTERPRETATION

The Secretary of State makes the following Regulations in exercise of the powers conferred by sections 396(3), 404(3), 409(1) to (3), 412(1) to (3), 416(4), 421(1) and (2), 445(3)(a) and (b), 677(3)(a), 712(2)(b)(i), 831(3)(a), 832(4)(a), 836(1)(b)(i) and 1292(1) (a) and (c) of the Companies Act 2006 1.

In accordance with sections 473(3) and 1290 of the Companies Act 2006 a draft of this instrument was laid before Parliament and approved by a resolution of each House of Parliament.

PART 1

INTRODUCTION

Citation and interpretation

1.-

(1) These Regulations may be cited as the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008.

(2) In these Regulations "the 2006 Act" means the Companies Act 2006.

Commencement and application

2.-

(1) These Regulations come into force on 6th April 2008.

(2) Subject to paragraph (3), they apply in relation to financial years beginning on or after 6th April 2008.

(3) The requirement for disclosure in paragraph 4 of Schedule 8 to these Regulations (directors' remuneration report: disclosure relating to consideration of conditions in company and group) applies in relation to financial years beginning on or after 6th April 2009.

(4) These Regulations apply to companies other than those which are subject to the small companies regime under Part 15 of the 2006 Act.

PART 2

FORM AND CONTENT OF ACCOUNTS

Companies Act individual accounts (companies other than banking and insurance companies)

3.-

(1) Subject to regulation 4, the directors of a company-

(a) for which they are preparing Companies Act individual accounts under section 396 of the 2006 Act (Companies Act: individual accounts), and

(b) which is not a banking company or an insurance company,

must comply with the provisions of Schedule 1 to these Regulations as to the form and content of the balance sheet and profit and loss account, and additional information to be provided by way of notes to the accounts.

(2) The profit and loss account of a company that falls within section 408 of the 2006 Act (individual profit and loss account where group accounts prepared) need not contain the information specified in paragraphs 65 to 69 of Schedule 1 to these Regulations (information supplementing the profit and loss account).

Medium-sized companies: exemptions for Companies Act individual accounts

4.-

(1) This regulation applies to a company-

(a) which qualifies as medium-sized in relation to a financial year under section 465 of the 2006 Act 2, and

(b) the directors of which are preparing Companies Act individual accounts under section 396 of that Act for that year.

(2) The individual accounts for the year need not comply with the following provisions of Schedule 1 to these Regulations-

(a) paragraph 45 (disclosure with respect to compliance with accounting standards), and

(b) paragraph 72 (related party transactions).

(3) The directors of the company may deliver to the registrar of companies a copy of the accounts for the year-

(a) which includes a profit and loss account in which the following items listed in the profit and loss account formats set out in Schedule 1 are combined as one item-

items 2, 3 and 6 in format 1;

items 2 to 5 in format 2;

items A.1 and B.2 in format 3;

items A.1, A.2 and B.2 to B.4 in format 4;

(b) which does not contain the information required by paragraph 68 of Schedule 1 (particulars of turnover).

Companies Act individual accounts: banking companies

5.-

(1) The directors of a company-

(a) for which they are preparing Companies Act individual accounts under section 396 of the 2006 Act, and

(b) which is a banking company,

must comply with the provisions of Schedule 2 to these Regulations as to the form and content of the balance sheet and profit and loss account, and additional information to be provided by way of notes to the accounts.

(2) The profit and loss account of a banking company that falls within section 408 of the 2006 Act (individual profit and loss account where group accounts prepared) need not contain the information specified in paragraphs 85 to 91 of Schedule 2 to these Regulations (information supplementing the profit and loss account).

(3) Accounts prepared in accordance with this regulation must contain a statement that they are prepared in accordance with the provisions of these Regulations relating to banking companies.

Companies Act individual accounts: insurance companies

6.-

(1) The directors of a company-

(a) for which they are preparing Companies Act individual accounts under section 396 of the 2006 Act, and

(b) which is an insurance company,

must comply with the provisions of Schedule 3 to these Regulations as to the form and content of the balance sheet and profit and loss account, and additional information to be provided by way of notes to the accounts.

(2) The profit and loss account of a company that falls within section 408 of the 2006 Act (individual profit and loss account where group accounts prepared) 3 need not contain the information specified in paragraphs 83 to 89 of Schedule 3 to these Regulations (information supplementing the profit and loss account).

(3) Accounts prepared in accordance with this regulation must contain a statement that they are prepared in accordance with the provisions of these Regulations relating to insurance companies.

Information about related undertakings (Companies Act or IAS individual or group accounts)

7.-

(1) Companies Act or IAS individual or group accounts must comply with the provisions of Schedule 4 to these Regulations as to information about related undertakings to be given in notes to the company's accounts.

(2) In Schedule 4-

Part 1 contains provisions applying to all companies

Part 2 contains provisions applying only to companies not required to prepare group accounts

Part 3 contains provisions applying only to companies required to prepare group accounts

Part 4 contains additional disclosures for banking companies and groups

Part 5 contains interpretative provisions.

(3) Information otherwise required to be given by Schedule 4 need not be disclosed with respect to an undertaking that-

(a) is established under the law of a country outside the United Kingdom, or

(b) carries on business outside the United Kingdom,

if the conditions specified in section 409(4) of the 2006 Act are met (see section 409(5) of the 2006 Act for disclosure required where advantage taken of this exemption).This paragraph does not apply in relation to the information otherwise required by paragraph 3, 7 or 21 of Schedule 4.

Information about directors' benefits: remuneration (Companies Act or IAS individual or group accounts:...

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