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CORPORATIONS ACT 2001

CHAPTER 2M - FINANCIAL REPORTS AND AUDIT  

PART 2M.3 - FINANCIAL REPORTING  

Division 4 - Annual financial reporting to members  

SECTION 314  ANNUAL FINANCIAL REPORTING TO MEMBERS  

314(1)  

 View history reference
A company, registered scheme or disclosing entity must report to members for a financial year by providing either of the following in accordance with subsection (1AA), (1AE) or (1AF):


(a) all of the following reports:

(i) the financial report for the year;

(ii) the directors' report for the year (see sections 298 to 300A);

(iii) the auditor's report on the financial report;
 View history reference


(b) a concise report for the year that complies with subsection (2).

[CCH Note: Act No 101 of 2007, Sch 1, Pt 6[233] contained the following application provision (which was effective 28 June 2007):

Application of items 34, 35, 38 to 41 and 169
(1) The amendments made by items 34, 35, 38 to 41 and 169 of this Schedule apply to a report for a financial year that ends on or after the day on which those items commence.
(2) A company, registered scheme or disclosing entity must notify each member of the company, scheme or entity for the purposes of subsection 314(1AB) of the Corporations Act 2001 (as inserted by item 38 of this Schedule) after that item commences.
(3) However, subitem (2) of this item does not apply in respect of a member of a company, registered scheme or disclosing entity if the member has previously requested, under section 316 of the Corporations Act 2001, the company, scheme or entity not to send him or her the material required by section 314 of that Act.
]

314(1AAA)  

 View history reference
This section does not apply to a company limited by guarantee.

Note: The requirement for annual financial reporting to members for those companies is in section 316A.

314(1AA)  

 View history reference
A company, registered scheme or disclosing entity may provide the reports, or the concise report, for a financial year by doing all of the following:


(a) sending, to each member who has made the election referred to in paragraph (1AB)(a):


(i) a hard copy of the reports, or the concise report; or

(ii) if the member has elected to receive the reports, or the concise report, as an electronic copy in accordance paragraph (1AB)(c) - an electronic copy of the reports, or the concise reports;


(b) making a copy of the reports, or the concise report, readily accessible on a website;
 View history reference


(c) directly notifying, in writing, all members who did not make the election referred to in paragraph (1AB)(a) that the copy is accessible on the website, and specifying the direct address on the website where the reports, or the concise report, may be accessed.
 View history reference

Note: A direct address may be specified, for example, by specifying the URL of the reports or the concise report.

[CCH Note: Act No 101 of 2007, Sch 1, Pt 6[233] contained the following application provision (which was effective 28 June 2007):

Application of items 34, 35, 38 to 41 and 169
(1) The amendments made by items 34, 35, 38 to 41 and 169 of this Schedule apply to a report for a financial year that ends on or after the day on which those items commence.
(2) A company, registered scheme or disclosing entity must notify each member of the company, scheme or entity for the purposes of subsection 314(1AB) of the Corporations Act 2001 (as inserted by item 38 of this Schedule) after that item commences.
(3) However, subitem (2) of this item does not apply in respect of a member of a company, registered scheme or disclosing entity if the member has previously requested, under section 316 of the Corporations Act 2001, the company, scheme or entity not to send him or her the material required by section 314 of that Act.
]

314(1AB)  

For the purposes of paragraph (1AA)(a), a company, registered scheme or disclosing entity must, on at least one occasion, directly notify in writing each member that:


(a) the member may elect to receive, free of charge, a copy of the reports for each financial year, or a copy of the concise report for each financial year; and


(b) if the member does not so elect - the member may access the reports, or the concise report, on a specified website; and
 View history reference


(c) if the member does so elect and the company, scheme or entity offers to send the report either as a hard copy or an electronic copy - the member may elect to receive the copy as either a hard copy or an electronic copy.

[CCH Note: Act No 101 of 2007, Sch 1, Pt 6[233] contained the following application provision (which was effective 28 June 2007):

Application of items 34, 35, 38 to 41 and 169
(1) The amendments made by items 34, 35, 38 to 41 and 169 of this Schedule apply to a report for a financial year that ends on or after the day on which those items commence.
(2) A company, registered scheme or disclosing entity must notify each member of the company, scheme or entity for the purposes of subsection 314(1AB) of the Corporations Act 2001 (as inserted by item 38 of this Schedule) after that item commences.
(3) However, subitem (2) of this item does not apply in respect of a member of a company, registered scheme or disclosing entity if the member has previously requested, under section 316 of the Corporations Act 2001, the company, scheme or entity not to send him or her the material required by section 314 of that Act.
]

314(1AC)  

An election made under subsection (1AB) is a standing election for each later financial year until the member changes his, her or its election.

Note: The member may request, under section 316, the company, registered scheme or disclosing entity not to send them material under this section.

[CCH Note: Act No 101 of 2007, Sch 1, Pt 6[233] contained the following application provision (which was effective 28 June 2007):

Application of items 34, 35, 38 to 41 and 169
(1) The amendments made by items 34, 35, 38 to 41 and 169 of this Schedule apply to a report for a financial year that ends on or after the day on which those items commence.
(2) A company, registered scheme or disclosing entity must notify each member of the company, scheme or entity for the purposes of subsection 314(1AB) of the Corporations Act 2001 (as inserted by item 38 of this Schedule) after that item commences.
(3) However, subitem (2) of this item does not apply in respect of a member of a company, registered scheme or disclosing entity if the member has previously requested, under section 316 of the Corporations Act 2001, the company, scheme or entity not to send him or her the material required by section 314 of that Act.
]

314(1AD)  

A member may, for the purposes of paragraph (1AA)(c) or subsection (1AB), be notified by electronic means only if the member has previously nominated that means as one by which the member may be notified.

[CCH Note: Act No 101 of 2007, Sch 1, Pt 6[233] contained the following application provision (which was effective 28 June 2007):

Application of items 34, 35, 38 to 41 and 169
(1) The amendments made by items 34, 35, 38 to 41 and 169 of this Schedule apply to a report for a financial year that ends on or after the day on which those items commence.
(2) A company, registered scheme or disclosing entity must notify each member of the company, scheme or entity for the purposes of subsection 314(1AB) of the Corporations Act 2001 (as inserted by item 38 of this Schedule) after that item commences.
(3) However, subitem (2) of this item does not apply in respect of a member of a company, registered scheme or disclosing entity if the member has previously requested, under section 316 of the Corporations Act 2001, the company, scheme or entity not to send him or her the material required by section 314 of that Act.
]

314(1AE)  

A company, registered scheme or disclosing entity may provide the reports, or the concise report, by sending each member:


(a) a hard copy of the reports, or the concise report; or


(b) an electronic copy of the reports, or the concise report, if the member has nominated that means as one by which the member may be sent the reports or the concise report.

[CCH Note: Act No 101 of 2007, Sch 1, Pt 6[233] contained the following application provision (which was effective 28 June 2007):

Application of items 34, 35, 38 to 41 and 169
(1) The amendments made by items 34, 35, 38 to 41 and 169 of this Schedule apply to a report for a financial year that ends on or after the day on which those items commence.
(2) A company, registered scheme or disclosing entity must notify each member of the company, scheme or entity for the purposes of subsection 314(1AB) of the Corporations Act 2001 (as inserted by item 38 of this Schedule) after that item commences.
(3) However, subitem (2) of this item does not apply in respect of a member of a company, registered scheme or disclosing entity if the member has previously requested, under section 316 of the Corporations Act 2001, the company, scheme or entity not to send him or her the material required by section 314 of that Act.
]

314(1AF)  

If a company is covered under section 738ZI at the end of the financial year mentioned in subsection (1):


(a) it may provide the reports, or the concise report, for the financial year by making a copy of the reports, or the concise report, readily accessible on a website; and


(b) it need not comply with subsection (1AB).

314(1A)  

 View history reference
An offence based on subsection (1) or (1AB) is an offence of strict liability.

Note: For strict liability, see section 6.1 of the Criminal Code.

[CCH Note: Act No 101 of 2007, Sch 1, Pt 6[233] contained the following application provision (which was effective 28 June 2007):

Application of items 34, 35, 38 to 41 and 169
(1) The amendments made by items 34, 35, 38 to 41 and 169 of this Schedule apply to a report for a financial year that ends on or after the day on which those items commence.
(2) A company, registered scheme or disclosing entity must notify each member of the company, scheme or entity for the purposes of subsection 314(1AB) of the Corporations Act 2001 (as inserted by item 38 of this Schedule) after that item commences.
(3) However, subitem (2) of this item does not apply in respect of a member of a company, registered scheme or disclosing entity if the member has previously requested, under section 316 of the Corporations Act 2001, the company, scheme or entity not to send him or her the material required by section 314 of that Act.
]

Concise report

314(2)  

A concise report for a financial year consists of:


(a) a concise financial report for the year drawn up in accordance with accounting standards made for the purposes of this paragraph; and


(b) the directors' report for the year (see sections 298-300A); and
 View history reference


(c) a statement by the auditor:


(i) that the financial report has been audited; and

(ii) whether, in the auditor's opinion, the concise financial report complies with the accounting standards made for the purposes of paragraph (a); and


(d) a copy of any qualification in, and of any statements included in the emphasis of matter section of, the auditor's report on the financial report; and


(e) a statement that the report is a concise report and that the full financial report and auditor's report will be sent to the member free of charge if the member asks for them.

314(2A)  

If the company is covered under section 738ZI at the end of the financial year mentioned in subsection (1), apply subsection (2) to the company in relation to that financial year with the following modifications:


(a) omit paragraphs (2)(c) and (d);


(b) omit the words "and that the full financial report and auditor's report will be sent to the member free of charge if the member asks for them" in paragraph (2)(e).

314(3)  

If the accounting standards made for the purposes of paragraph (2)(a) require a discussion and analysis to be included in a concise financial report:


(a) the auditor must report on whether the discussion and analysis complies with the requirements that the accounting standards lay down for the discussion and analysis; and


(b) the auditor does not otherwise need to audit the statements made in the discussion and analysis.

314(4)-314(6)  

(Repealed by No 101 of 2007, s 3, Sch 1, Pt 1[40] (effective 28 June 2007).)

[CCH Note: Act No 101 of 2007, Sch 1, Pt 6[233] contained the following application provision (which was effective 28 June 2007):

Application of items 34, 35, 38 to 41 and 169
(1) The amendments made by items 34, 35, 38 to 41 and 169 of this Schedule apply to a report for a financial year that ends on or after the day on which those items commence.
(2) A company, registered scheme or disclosing entity must notify each member of the company, scheme or entity for the purposes of subsection 314(1AB) of the Corporations Act 2001 (as inserted by item 38 of this Schedule) after that item commences.
(3) However, subitem (2) of this item does not apply in respect of a member of a company, registered scheme or disclosing entity if the member has previously requested, under section 316 of the Corporations Act 2001, the company, scheme or entity not to send him or her the material required by section 314 of that Act.
]

 



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