- Section 644 of The Companies Act No. 17 of 2015: Group financial statements: subsidiary undertakings to be included in consolidation
(1) In preparing a group financial statement, the directors of the parent company shall include in the consolidation all of the subsidiary undertakings of the company, subject to the exceptions specified in subsections (2) and (3).
(2) A subsidiary undertaking can be excluded from the consolidation...
- Section 645 of The Companies Act No. 17 of 2015: Directors of parent company to ensure consistency of financial reporting within group
(1) The directors of a parent company shall ensure that the individual financialstatements of—
(a) the parent company; and
(b) each of its subsidiary undertakings, are all prepared using the same financial reporting framework, except to the extent that in their opinion there are good reasons for...
- Section 646 of The Companies Act No. 17 of 2015: Certain information may be omitted from individual profit and loss account when group financial statement is prepared
(1) If—
(a) a company prepares a group financial statement in accordance with this Act; and
(b) the notes to the company's individual balance sheet show the company's profit or loss for the financial year determined in accordance with this Act, the profit and loss account need not contain the...
- Section 647 of The Companies Act No. 17 of 2015: Information about related undertakings to be provided in notes tofinancial statements
(1) The regulations may require information about related undertakings to be provided in notes to a company’s annual financial statement.
(2) Those regulations—
(a) may make different provision according to whether or not the company prepares a group financial statement; and
(b) may specify the...
- Section 648 of The Companies Act No. 17 of 2015: Information about related undertakings: alternative compliance
(1) This section applies when the directors of a company are of the opinion that the number of undertakings in respect of which the company is required to disclose information under any provision of regulations under section 647 is such that compliance with that provision would result in information...
- Section 649 of The Companies Act No. 17 of 2015: Information about employee numbers and costs to be included in company’s annual financial statement
(1) If a company is not subject to the small companies regime, the directors of the company shall include in notes to the company’s annual financial statement the following information about the company’s employees:
(a) the average number of persons employed by the company in the financial year;...
- Section 650 of The Companies Act No. 17 of 2015: Directors to include in notes to company's annual financial statement details of their benefits other than remuneration
(1) Except in the case of a company that is subject to the small companies regime, the directors of a company shall include in the notes to the company's individual financial statement details of the benefits that they have received during the relevant financial year of the company.
(2) The details...
- Section 651 of The Companies Act No. 17 of 2015: Information about directors’ benefits to be included in notes to company’s individual financial statement
(1) If a group financial statement is not prepared for a company, the directors of the company shall include in the notes to the company’s individual financial statement details of—
(a) advances and credits granted by the company to its directors; and
(b) guarantees of any kind entered into by the...
- Section 652 of The Companies Act No. 17 of 2015: Directors to approve and sign financial statements
(1) As soon as practicable after a company’s annual financial statement hasbeen prepared, the directors shall approve the statement and arrange for one or more of them to sign it.
(2) The directors shall sign their names on the company's balance sheet.
(3) If the financial statement required under...
- Section 653 of The Companies Act No. 17 of 2015: Duty to prepare directors’ report
(1) The directors of a company shall prepare a directors’ report for eachfinancial year of the company.
(2) For a financial year in which—
(a) the company is a parent company; and
(b) the directors of the company prepare a group financial statement, the directors shall prepare a group director's...
- Section 654 of The Companies Act No. 17 of 2015: General requirements for contents of directors’ report
(1) The directors shall include in their report for a financial year—
(a) the names of the persons who, at any time during the financial year, were directors of the company; and
(b) the principal activities of the company during the course of the year.
(2) In relation to a group directors'...
- Section 655 of The Companies Act No. 17 of 2015: Business review to be included in certain directors’ reports
(1) Unless the company is subject to the small companies regime, the directors shall include in their report a business review that complies with subsection (3), so far as relevant to the company.
(2) The purpose of the business review is to inform members of the company and assist them to assess...
- Section 656 of The Companies Act No. 17 of 2015: When business review not required
(1) Section 655 does not require the disclosure of information about impendingdevelopments or matters in the course of negotiation if the disclosure would, in the opinion of the directors, detrimentally affect the interests of the company.
(2) Subsection 655(4)(c) does not require the disclosure of...
- Section 657 of The Companies Act No. 17 of 2015: Contents of directors’ report: statement as to disclosure to auditors
(1) This section applies to a company unless—
(a) it is exempt for the relevant financial year from the requirements of Part XXVII with respect to the auditing of the company’s financial statement; and
(b) the directors take advantage of that exemption.
(2) The directors shall include in their...
- Section 658 of The Companies Act No. 17 of 2015: Directors to approve and sign directors’ report
(1) As soon as practicable after the directors have finished preparing their annual report for the company, they shall approve the report and arrange for one of them or the secretary of the company to sign it.
(2) If the directors’ report is prepared in accordance with the small companies regime,...
- Section 659 of The Companies Act No. 17 of 2015: Duty of directors of quoted company to prepare directors’ remuneration report
(1) The directors of a quoted company shall prepare a directors’ remuneration report for each financial year of the company.
(2) If subsection (1) is not complied with for a financial year, each person who—
(a) was a director of the company immediately before deadline for lodging the company’s...
- Section 660 of The Companies Act No. 17 of 2015: Regulations may prescribe requirements for contents of directors' remuneration report
(1) The regulations may prescribe—
(a) the information that is required to be included in a directors’ remuneration report;
(b) how information is to be set out in the report; and (c) what is to be the auditable part of the report.
(2) Each person who is a director of a company, and each person...
- Section 661 of The Companies Act No. 17 of 2015: Directors to approve and sign directors’ remuneration report
(1) As soon as practicable after the directors have finished preparing thedirectors’ remuneration report, the directors shall approve the report and shall arrange for one of them or the secretary of the company to sign it.
(2) If a directors’ remuneration report is approved that does not comply...
- Section 662 of The Companies Act No. 17 of 2015: Company’s duty to circulate copies of annual financial statement and reports
(1) Every company shall send a copy of its annual financial statement andreports for each financial year to—
(a) every member of the company;
(b) every holder of the company’s debentures; and
(c) every person who is entitled to receive notice of general meetings, send a copy of its financial...
- Section 663 of The Companies Act No. 17 of 2015: Deadline for sending out copies of annual financial statement and reports
(1) A private company shall comply with section 662 not later than—
(a) the deadline for lodging a financial statement and directors' report with the Registrar; or
(b) if earlier— the date on which the company actually lodges its financial statement with the Registrar.
(2) A public company shall...
- Section 664 of The Companies Act No. 17 of 2015: Offence to fail to send out copies of financial statements and reports
(1) If a company fails to comply with section 662 or 663, the company, and eachofficer of the company who is in default, commit an offence and on conviction are each liable to a fine not exceeding one million shillings.
(2) If, after a company or any of its officers is convicted of an offence under...
- Section 665 of The Companies Act No. 17 of 2015: Option to provide summary financial statement
(1) A company may, in such circumstances as may be prescribed by the regulations for the purposes of this section, send to its members a summary financial statement instead of the copy of the financial statement required to be sent out in accordance with section 662, subject to compliance with any...
- Section 666 of The Companies Act No. 17 of 2015: Duty of company to send financial statement to persons entitled
(1) The company shall send copies of the financial statement and reports to anyperson entitled to receive them in accordance with section 662 and who wishes to receive them.
(2) A company that proposes to provide a summary financial statement shall ensure that the statement complies with section...
- Section 667 of The Companies Act No. 17 of 2015: Form and contents requirements for summary financial statements of unquoted companies
(1) If a company that is not a quoted company exercises the option to provide a summary financial statement, it shall ensure that the statement— (a) is derived from the company’s annual financial statement; and
(b) is prepared in accordance with this section and regulations made for the purposes of...
- Section 668 of The Companies Act No. 17 of 2015: Form and contents requirements for summary financial statements of quoted companies
(1) If a quoted company exercises the option to provide a summary financial statement, it shall ensure that the statement—
(a) is derived from the company’s annual financial statement and the directors’ remuneration report; and
(b) complies with subsections (2) and (4) and with any regulations...
- Section 669 of The Companies Act No. 17 of 2015: Offences relating to summary financial statements
(1) If a company fails to comply with a requirement of section 666, 667 or 668,the company, and each officer of the company who is in default, commit an offence and on conviction are each liable to a fine not exceeding two hundred and fifty thousand shillings.
(2) If, after a company or any of its...
- Section 670 of The Companies Act No. 17 of 2015: Quoted company to make annual financial statement available on company's website
(1) A quoted company shall ensure that its annual financial statement anddirectors’ report—
(a) is made available on a website that complies with section 672; and
(b) remains available on the website until the annual financial statement for the next financial year of the company is made available...
- Section 671 of The Companies Act No. 17 of 2015: Quoted company to make preliminary statement of results available on company’s website
(1) If a quoted company prepares a preliminary statement of its annual results in accordance with the requirements of listing rules or comparable requirements of the market on which the company’s equity share capital is admitted to trading, the company shall ensure that the statement—
(a) is made...
- Section 672 of The Companies Act No. 17 of 2015: Requirements as to website availability
(1) For the purposes of sections 670 and 671, a website complies with this section if it—
(a) is maintained by or on behalf of the company;
(b) identifies the company; and
(c) access to the information on the website, and the ability to obtain a hard copy of the information from the website, is...
- Section 673 of The Companies Act No. 17 of 2015: Right of member or debenture holder of unquoted company to copies of company's financial statements and directors’ reports
(1) A member, or holder of debentures, of an unquoted company is entitled to be provided, on demand and without charge, with a copy of— (a) the last annual financial statement of the company;
(b) the last directors' report; and
(c) the auditor's report on that statement and that report.
(2) The...