Financial reporting requirements of company law in Ireland

Company Law in Ireland requires that directors of companies incorporated in Ireland prepare financial statements for the company in respect of each financial year which give a “true and fair view”.  Such financial statements are either:

  • ‘Companies Act financial statements’, prepared in accordance with the accounting and disclosure requirements of company law and, principally but not exclusively*, with the Financial Reporting Standards (FRSs) published by the Financial Reporting Council (FRC) in the UK, and promulgated by the Institute of Chartered Accountants in Ireland in respect of their application in this jurisdiction (‘Irish and UK GAAP’); or
  • ‘IFRS financial statements’, prepared in accordance with the International Financial Reporting Standards published by the International Accounting Standards Board (IASB), as adopted by the European Union.

By virtue of the IAS Regulation (Regulation (EC) No.1606/2002), the consolidated financial statements of companies with debt or equity securities listed on a regulated EU market, e.g. the main market of the Irish Stock Exchange, are required to be prepared in accordance with EU endorsed IFRS.  For all other financial statements, sections 290 and 293 of the Companies Act 2014 permit a choice as to whether to prepare ‘Companies Act financial statements’ or ‘IFRS financial statements’.

*Certain companies are permitted under Irish company law to prepare their Companies Act financial statements under a financial reporting framework based on accounting standards other than those issued by the FRC.  Specifically:

  • Pursuant to section 279 of the Companies Act 2014, relevant parent undertakings are permitted to prepare Companies Act individual financial statements and/or Companies Act group fnancial statements in accordance with US GAAP, as modified to ensure consistency with the EU Accounting Directives.
  • Investment companies subject to Part 24 of the Companies Act 2014 or the European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations 2011 may adopt an alternative body of accounting standards, being standards which apply in the United States of America, Canada or Japan in preparing Companies Act individual accounts. 

'Companies Act financial statements'

The principle company law financial reporting requirements are set out in Part 6 of the Companies Act 2014, Schedule 3 ('Accounting Principles, Form and Content of Entity Financial Statements') and Schedule 4 ('Accounting Principles, Form and Content of Group Financial Statements') to the Act.

Note that Schedules 3 and 4 apply to companies other than credit institutions and insurance undertakings. The relevant Regulations for those types of company are contained in:

 

The Companies Act 2014 was commenced on 1 June 2015 and with limited exceptions the accounting and auditing related provisions commence for financial statements approved on or after 1 June 2015.  For more information, please see the 'Statutory Financial Statements and Directors' Reports' page of the Companies Act 2014 micro site.

Technical Release 02/2015 'Companies Act 2014 Financial reporting and Related Issues' provides commentary of some significant differences between the requirements under the Companies Act 2014 as compared with the requirements in previous Companies Acts.

 

'IFRS accounts'

Companies required to, or opting to, prepare 'IFRS accounts' are not subject to the accounting requirements of Schedules 3 and 4 of the Companies Act 2014, S.I. No.262 of 2015 or S.I. No.266 of 2015 on the preparation of financial statements.  They are, however, subject to certain additional disclosure requirements in accordance with sections 292 and 295 of the Companies Act 2014.   

The 2013 Accounting Directive

On 26 June 2013, DIRECTIVE 2013/34/EU OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL on the annual financial statements, consolidated financial statements and related reports of certain types of undertakings, amending Directive 2006/43/EC of the European Parliament and of the Council and repealing Council Directives 78/660/EEC and 83/349/EEC (‘2013 Accounting Directive’) was signed into law.

The 2013 Accounting Directive is required to be transposed into local law by Member States by June 2015 and is required to be effective in Member States, at the latest, for accounting periods beginning on or after 1 January 2016. 

The 2013 Accounting Directive was finalised under the direction of the Irish Presidency of the EU.  It replaces the 4th Directive (Directive 78/660/EEC) and the 7th Directive (Directive 83/349/EEC), which governed the preparation, by companies incorporated in the EU, of individual company financial statements and group financial statements respectively (other than those prepared by credit institutions and insurance undertakings).

As a recast of the 4th and 7th Directives, many of the provisions of those directives have been carried forward into the 2013 Accounting Directive.  There are, however, some very significant changes, including:

  • Small company maximum harmonisation’ – a restriction on the disclosures that member states can require small companies to provide in their financial statements.
  • Small company thresholds -  a Member State option to raise the thresholds to a maximum of €12m turnover and €6m balance sheet total.
  • Micro company regime - Member States may, inter alia, allow micro companies (€0.7m turnover, €0.35m balance sheet total, 10 or less employees) to prepare abridged profit and loss accounts and balance sheets and may exempt them from the requirement to include disclosure notes in the financial statements.

The Department of Jobs, Enterprise and Innovation issued a consultation on the transposition of the 2013 Accounting Directive in quarter 1 of 2014.  Chartered Accountants Ireland responded to the consultation and the submission is available by clicking on this link.

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