Listing Rules and Guidance: Contents
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Listing Decisions Series 13-2 — Whether re-issued accounts were acceptable (April 2000) (Updated in September 2009 )
|Name of Party||Company A — a listed company|
|Subject||Whether re-issued accounts were acceptable|
|Listing Rules||General principles|
|Decision||Exchange relies on professional accountants on matters relating to a listed company's accounts|
Summary of Facts
Company A proposed to spin-off a wholly-owned subsidiary.
According to its latest audited accounts, Company A's remaining business after the proposed spin-off would not comply with the requirements of paragraph 3(c) of Practice Note 15 and Rule 8.05 of the Listing Rules.
Company A's auditors withdrew the accounts and re-issued them with certain "errors" corrected. According to the re-issued accounts, Company A's remaining business after the proposed spin-off would comply with the requirements of paragraph 3(c) of the Practice Note 15 and Rule 8.05.
As a general principle, the Exchange relies on a listed company's professional accountants on matters relating to such company's accounts.
The Exchange saw no reason to deviate from the norm in the present case. However, Company A is required to make a paid announcement1 informing the market the effect of the withdrawal and re-issue of the audited accounts, and send circulars to its shareholders containing the re-issued accounts.
Subject to Company A making a newspaper announcement1 and sending circulars to its shareholders, the Exchange would accept the re-issued audited accounts for the purposes of determining the proposed spin-off.