Companies Act (Cap. 386), article 198

198. (1) If the company’s last annual accounts constitute the only accounts relevant under ar ticle 197, the requirements laid down in this article shall appl y in regard to such accounts. (2) The accounts shall have been properly prepared in accordance with the provisions of this Act, or have been so prepared subject only to matters which are not material for determining, by reference to items mentioned in article 197(2), whether the distribution would c ontravene the relevant article of this Chapter. (3) Without prejudice to the provisions of sub-article (2) - (a) so much of the accounts as consists of a balance sheet shall give a true and fair view of the state of the company’s affairs as at the balance sheet date; and (b) so much of the accounts as co nsists of a profit and loss account shall give a true and fair view of the company’s profit or loss for the period in respect of which the accounts were prepared. (4) The auditors shall have made their report on the accounts, and sub-article (5) shall apply if the report is not a report w ithout qualification to the effect that in the auditor’s opinion the a ccounts have been properly prepared in accordance with the provisions o f this Act. (5) The auditors shall, in the case referred to in sub-article ( 4), have stated in writing, either at the time of their report or subsequently, whether in their opinion, the matter in respect o f which their report is qualified is material for determining, by reference to items mentioned in article 197(2), whether the distribution would contravene the relevant article, and a copy of the statement shall have been laid before the company in general meeting. (6) A statement under sub-article (5) shall suffice for purposes of a particular distribution not only if it relates to a distri bution which has been proposed but also if it relates to distributions of any description which include th at particular distribution, notwithstanding that at the time of the statement it had not be en proposed. Requirements for interim accounts. Amended by: IV . 2003.87.