The Companies Act 2014 was always going to be commenced on 1st of June 2015. It was previously stated that the transition process would be as gentle as possible allowing companies and their advisors move easily from the 1963 to 2013 Companies Acts platform to the new legislation. The commencement order giving effect to the legislation (S.I. 169 of 2015) was eventually published on 1st of May 2015.
(See my article - The Companies Act 2014 - Clarity At Last). Based on this commencement order the CRO have now published their final determination of the impact of the Act on financial statements.
This has created a significant issue for the accountancy profession. Based on our interaction with accountants over the last couple of weeks we are concerned that many accountants are relying on outdated guidance from the CRO and previous interpretations of the legislation. Accountants need to urgently review their work in progress and be aware of the impact of the final CRO interpretation on their clients, companies and cashflows due to potentially disrupted billing cycles. The CRO have stated that they are now taking the following approach in relation to financial statements attached to annual returns delivered to them on or after 1 June 2015:
- if the financial year ends before 1 June 2015 and the financial statements are signed by the director(s) before 1 June, they must be prepared and filed in accordance with the 1963-2013 Companies Acts;
- if the financial year ends before 1 June 2015 and the financial statements are signed by the director(s) after 1 June, they must be prepared and filed in accordance with the 2014 Companies Act;
- if the financial year ends after 1 June 2015, the financial statements must be prepared and filed under the 2014 Companies Act.
The important determining factor here is the date of approval of the financial statements. All financial statements signed by the directors prior to midnight on the 31st of May can be prepared under the Companies Acts 1963 to 2013 and anything signed from the 1st of June 2015 must be prepared under the Companies Act 2014.
There is no ease-in period. The anticipated smooth transition for financial statements and accountants is gone.
This means that any sets of financial statements that are currently prepared in draft form under the existing legislation along with their annual returns should be identified and rounded up for approval prior to 1st of June 2015.
This has come as a shock to many people and the software providers are scrambling to ensure that they have financial statement formats in place before the big drop date for accountants. We have draft Companies Act 2014 financial statements ready to go for 1st of June and these will be available through companiesact2014.com.
For clarity and the avoidance of doubt we have re-created the table from the CRO website CRO.ie below:-
|Financial Statements to be filed with the CRO after 1 June 2015||Financial Statements signed BEFORE 1 June 2015||Financial Statements signed after 1 June 2015|
|Financial Year ending BEFORE 1June||1963-2013 Acts||2014 Act|
|Financial Year ending AFTER 1 June||N/A||2014 Act|
|Financial Year beginning AFTER 1 June||N/A||2014 Act|
What should accountants do next?
- Review all work in progress and identify financial statements that have been finalised but are awaiting approval and get them approved prior to 31st of May.
- Review all work in progress and identify financial statements that are currently in process that can be finalised in the next 2 weeks but also identifying the financial statements that are not going to make the cut-off date and will need to be prepared using new formats.
- Review work schedules for late May and early June and communicate with clients if there are going to be any delays.
- Review all annual returns in process and ensure that all documents are approved prior to 31st of May to avoid having to recreate the forms and abridge accounts under the new regime after 1st of June.
- As one accountant said to us this week. “The 31st of May is going to be a busy day signing accounts and annual returns”, so tell your family you will see them on Bank Holiday Monday.
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This article has been written for information and educational purposes only and does not constitute a substitute for taking legal advice. When making decisions or advising third parties, legal advice should be obtained in all cases. This is an interpretation of the legislation of which many aspects have not been practically applied. This interpretation may differ from the interpretation of others. OmniPro and the author shall therefore not be liable for any damage or economic loss occasioned to any person acting on, or refraining from any action, as a result of or based on the material contained in this article.