Under the new Companies Act, a holding company is obliged to file its own Financial Statements and consolidated Group Financial Statements unless they are exempt from doing so.
Exemption from consolidation: size of group (s.297, CA 2014)
A holding company can be exempt from filing consolidated group Financial Statements if it meets 2 of the following conditions.
This exemption does not apply where:
Exemption from consolidation: holding company that is a subsidiary undertaking of undertaking registered in EEA (s.299, CA 2014)
A lower holding company that is a subsidiary can be exempt from the requirement to prepare Group Financial Statements conditions if:
(See s.300, CA 2014, regarding exemption from consolidation: holding company that is a subsidiary undertaking of undertaking registered outside EEA).
Exemption of a Subsidiary from annexing its own Financial Statements to its annual return (s.357, CA 2014) (old Section 17 exemption):
A company that is a subsidiary undertaking of a holding undertaking that is established under the laws of an EEA state, shall, as respects any particular financial year stand exempted from the requirement to annex its own Financial Statements to its annual return and may annex instead Group Financial Statements provided the following conditions are satisfied:
Small Group Company Audit Exemption (s359, CA 2014)
Audit Exemption applies to any group company if the group as a whole qualifies as a Small Group. The entire group and all its subsidiary undertakings must, taken as a whole, satisfy two of the following 3 conditions in order to claim a Group Company Audit Exemption:
The above conditions must be met in the year (the conditions must also be met in the preceding year unless it is the holding company’s first financial year.) (s359 (5) CA2014). The company’s annual return, to which Financial Statements are attached, must be filed correctly and on time for the year in question and the previous year (s.364 CA2014). Audit exemption not available where a holding company or subsidiary undertaking falls within a certain category (s.362 CA 2014)
A holding company and the other members of a Group are NOT entitled to the Small Group audit exemption if the company is a company falling within any provision of Schedule 5 (s.362(2) CA 2014).
Most companies in paragraphs 5 and 16 of Schedule 5 will be Designated Activity Companies (DACs) and since s.994 CA 2014 dis-applies Part 6 CA 2014, to all DACs that are credit institutions or insurance undertakings, they are not entitled to claim audit exemption under Part 6.
What is a securitisation company?
A securitisation company is a company that qualifies as such within the meaning of s.110, Taxes Consolidation Act 1997, or as a Financial Vehicle Corporation (FVC). If pre-1 January 2005, see Article 1 (1) Reg(EC) no. 24/2009 of ECB. If after 1 January 2005: see Article 1(1) Reg(EU) no. 1075/2013 of ECB.
Where notice is served under section 334 for Small Group
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