Companies Act 2014 section 368

Approval and signature of revised financial statements

Section 368 sets out the rules for how directors must approve and sign revised financial statements, and the specific disclosures that must be prominently included when original financial statements have already been circulated.

• Revised financial statements must be approved and signed by directors in the same way as original statutory financial statements, except that where the revision is made by supplementary note, the signature goes on the note rather than the balance sheet
• Where original financial statements have already been sent to members, laid before a general meeting, or filed with the Registrar, the revised statements or supplementary note must prominently include prescribed disclosures identifying the nature and reasons for the revision
• Replacement financial statements must be clearly identified as revised, must state they replace the originals for the relevant financial year, must confirm they are prepared as at the original date and do not cover intervening events, must explain how the originals were defective, and must describe significant amendments made
• Failure to sign the revised financial statements or supplementary note, or to include the required statements, is a category 2 offence under the Act

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