Intellectual Property Rights from Publicly Financed Research and
R 385
Companies Act, 2008 (Act No. 71 of 2008)Chapter 2 : Formation, Administration and Dissolution of CompaniesPart C : Transparency, accountability and integrity of companies29. Financial statements |
| (1) | If a company provides any financial statements, including any annual financial statements, to any person for any reason, those statements must— |
| (a) | satisfy the financial reporting standards as to form and content, if any such standards are prescribed; |
| (b) | present fairly the state of affairs and business of the company, and explain the transactions and financial position of the business of the company; |
| (c) | show the company’s assets, liabilities and equity, as well as its income and expenses, and any other prescribed information; |
| (d) | set out the date on which the statements were published, and the accounting period to which the statements apply; and |
| (e) | bear, on the first page of the statements, a prominent notice indicating— |
| (i) | whether the statements— |
| (aa) | have been audited in compliance with any applicable requirements of this Act; |
| (bb) | if not audited, have been independently reviewed in compliance with any applicable requirements of this Act; or |
| (cc) | have not been audited or independently reviewed; and |
| (ii) | the name, and professional designation, if any, of the individual who prepared, or supervised the preparation of, those statements. |
| (2) | Any financial statements prepared by a company, including any annual financial statements of a company as contemplated in section 30, must not be— |
| (a) | false or misleading in any material respect; or |
| (b) | incomplete in any material particular, subject only to subsection (3). |
| (3) | A company may provide any person with a summary of any particular financial statements, but— |
| (a) | any such summary must comply with any prescribed requirements; and |
| (b) | the first page of the summary must bear a prominent notice— |
| (i) | stating that it is a summary of particular financial statements prepared by the company, and setting out the date of those statements; |
| (ii) | stating whether the financial statements that it summarises have been audited, independently reviewed, or are unaudited, as contemplated in subsection (1)(e); |
| (iii) | stating the name, and professional designation, if any, of the individual who prepared, or supervised the preparation of, the financial statements that it summarises; and |
| (iv) | setting out the steps required to obtain a copy of the financial statements that it summarises. |
| (4) | Subject to subsection (5), the Minister, after consulting the Council, may make regulations prescribing— |
| (a) | financial reporting standards contemplated in this Part; or |
| (b) | form and content requirements for summaries contemplated in subsection (3). |
| (5) | Any regulations contemplated in subsection (4)— |
| (a) | must promote sound and consistent accounting practices; |
| (b) | in the case of financial reporting standards for public companies, must be in accordance with the International Financial Reporting Standards of the International Accounting Standards Board or its successor body; and |
| (c) | may establish different standards applicable to— |
| (i) | profit and non-profit companies; and |
| (ii) | different categories of profit companies. |
| (6) | Subject to section 214(2), a person is guilty of an offence if the person is a party to the preparation, approval, dissemination or publication of— |
| (a) | any financial statements, including any annual financial statements contemplated in section 30, knowing that those statements— |
| (i) | fail in a material way to comply with the requirements of subsection (1); or |
| (ii) | are materially false or misleading, as contemplated in subsection (2); or |
| (b) | a summary of any financial statements, knowing that— |
| (i) | the statements that it summarises do not comply with the requirements of subsection (1), or are materially false or misleading, as contemplated in subsection (2); or |
| (ii) | the summary does not comply with the requirements of subsection (3), or is materially false or misleading. |
