Commonwealth Consolidated Acts

CORPORATIONS ACT 2001 - SECT 295

Basic contents

  (1)   The financial report for a financial year consists of:

  (a)   the financial statements for the year; and

  (b)   the notes to the financial statements; and

  (ba)   for a public company--the consolidated entity disclosure statement required by subsection   (3A); and

  (c)   the directors' declaration about the statements and notes.

Financial statements

  (2)   The financial statements for the year are:

  (a)   unless paragraph   (b) applies--the financial statements in relation to the company, registered scheme, registrable superannuation entity or disclosing entity required by the accounting standards; or

  (b)   if the accounting standards require the company, registered scheme, registrable superannuation entity or disclosing entity to prepare financial statements in relation to a consolidated entity--the financial statements in relation to the consolidated entity required by the accounting standards.

Notes to financial statements

  (3)   The notes to the financial statements are:

  (a)   disclosures required by the regulations; and

  (b)   notes required by the accounting standards; and

  (c)   any other information necessary to give a true and fair view (see section   297).

Consolidated entity disclosure statement

  (3A)   The consolidated entity disclosure statement for a public company's financial report for a financial year is:

  (a)   if the accounting standards require the public company to prepare financial statements in relation to a consolidated entity--a statement that includes the following information for each entity that was, at the end of the financial year, part of the consolidated entity:

  (i)   the entity's name (if any) at that time;

  (ii)   whether, at that time, the entity was a body corporate, partnership, or trust;

  (iii)   whether, at that time, the entity was a trustee of a trust within the consolidated entity, a partner in a partnership within the consolidated entity, or a participant in a joint venture within the consolidated entity;

  (iv)   if the entity is a body corporate--the place at which the entity was incorporated or formed;

  (v)   if the entity is a body corporate with a share capital--the percentage of the entity's issued share capital (excluding any part that carries no right to participate beyond a specified amount in a distribution of either profits or capital) that was held, directly or indirectly, by the public company at that time;

  (vi)   whether, at that time, the entity was an Australian resident (within the meaning of the Income Tax Assessment Act 1997 ) or a foreign resident (within the meaning of that Act);

  (vii)   if the entity was a foreign resident as described in subparagraph   (vi)--a list of each foreign jurisdiction in which the entity was, at that time, a resident for the purposes of the law of the foreign jurisdiction relating to foreign income tax (within the meaning of that Act); or

  (b)   if paragraph   (a) does not apply--a statement to that effect.

Directors' declaration

  (4)   The directors' declaration is a declaration by the directors:

  (c)   whether, in the directors' opinion, there are reasonable grounds to believe that the company, registered scheme, registrable superannuation entity or disclosing entity will be able to pay its debts as and when they become due and payable; and

  (ca)   if the company, registered scheme, registrable superannuation entity or disclosing entity has included in the notes to the financial statements, in compliance with the accounting standards, an explicit and unreserved statement of compliance with international financial reporting standards--that this statement has been included in the notes to the financial statements; and

  (d)   whether, in the directors' opinion, the financial statement and notes are in accordance with this Act, including:

  (i)   section   296 (compliance with accounting standards); and

  (ii)   section   297 (true and fair view); and

  (da)   whether, in the directors' opinion, the consolidated entity disclosure statement required by subsection   (3A) is true and correct; and

  (e)   if the company, disclosing entity or registered scheme is listed--that the directors have been given the declarations required by section   295A.

Note:   See paragraph   285(3)(c) for the reference to the debts of a registered scheme.

  (5)   The declaration must:

  (a)   be made in accordance with a resolution of the directors; and

  (b)   specify the date on which the declaration is made; and

  (c)   be signed by a director.

Note:   Section   1228 deals with directors' resolutions for CCIVs.