- Section 635 of The Companies Act No. 17 of 2015: Duty of directors to prepare individual financial statement
(1) The directors of every company shall prepare a financial statement for thecompany for each of financial year of the company.
(2) Such a financial statement is referred to in this Part as the company'sindividual financial statement.
(3) If the directors of a company fail to prepare for a...
- Section 636 of The Companies Act No. 17 of 2015: Financial statements to give true and fair view
(1) The directors of a company may approve a financial statement for thepurposes of this Division only if they are satisfied that the statement gives a true and fair view of the assets, liabilities and profit or loss—
(a) in the case of an individual financial statement — of the company;
(b) in...
- Section 637 of The Companies Act No. 17 of 2015: Accounting framework applicable to individual financial statements
(1) The directors of a company shall prepare the company’s individual afinancial statement in accordance with section 638.
(2) Subsection (1) is subject to section 645.
(3) If the directors of a company fail to comply with subsection (1), each director of the company who is in default commits an...
- Section 638 of The Companies Act No. 17 of 2015: Requirements for individual financial statements
(1) In preparing an individual financial statement for a financial year, the directors of a company shall ensure that the statement complies with the requirements of this section.
(2) The requirements are that—
(a) the statement comprises—
(i) a balance sheet as at the last day of the financial...
- Section 639 of The Companies Act No. 17 of 2015: Company that is not a small company to prepare group financial statement
(1) If, at the end of a financial year, a company that is not subject to the smallcompanies regime is a parent company, the directors of the company shall, in addition to preparing an individual financial statement, prepare a group financial statement for the year, unless the company is exempt from...
- Section 640 of The Companies Act No. 17 of 2015: Exemption for company included in group financial statement of larger group
(1) A company that is itself a subsidiary undertaking is exempt from the requirement to prepare a group financial statement in the following cases—
(a) if the company is a wholly-owned subsidiary of that parent undertaking;
(b) if that parent undertaking holds more than fifty percent of the...
- Section 641 of The Companies Act No. 17 of 2015: Exemption if no subsidiary undertakings need to be included in consolidation
A parent company is exempt from the requirement to prepare a group financial statement if under section 644 all of its subsidiary undertakings could be excluded from consolidation in a group financial statement.
- Section 642 of The Companies Act No. 17 of 2015: Group financial statements: applicable accounting framework
(1) If a group financial statement is required to be prepared, the directors of the parent company shall prepare the statement in accordance with section 643.
(2) If the directors of the parent company do not comply with subsection(1), each director of the company who is in default commits an...
- Section 643 of The Companies Act No. 17 of 2015: Requirements for group financial statements
(1) In preparing a group individual financial statement for a financial year, the directors of the parent company concerned shall ensure that the statement complies with the requirements of this section.
(2) The requirements are that—
(a) the statement comprises—
(i) a consolidated balance sheet...
- 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...