Section 92, 134 of The Companies Act, 2013
71. (1)The listed entity shall submit to stock exchange an annual report at the same time as it is disclosed to the security holder in its home country or in other jurisdictions where such securities are listed.
(2) The annual report shall contain the following:
(c)Profit and Loss Account;
(e)All periodical and special reports( if applicable);
(f) Any such other report which is required to be sent to security holders annually.
(3) The listed entity shall comply with the requirements with respect to preparation and disclosures in financial results in annual report as specified in
Office Order to constitute a Committee to finalise Business Responsibility Reporting Format for Listed and Unlisted Companies dated 14.11.2018
LODR – SCHEDULE IV Part B
PART B: PREPARTION AND DISCLSOURES IN FINANCIAL RESULTS OF LISTED ENTITY WHICH HAS LISTED ITS INDIAN DEPOSITORY RECEIPTS
[See Regulation 70(2) and 71(3)]
The listed entity shall comply with the following requirements while preparing the financial results:-
A. Periodicity of Disclosure of Financial Results
1. Financial results may be given on annual, half yearly and/or quarterly basis, as required under the requirements of the home country
B. Accounting Principle to be used in preparation and disclosure of financial Results:
1. The listed entity may prepare and disclose its financial results in accordance with Indian GAAP or International Financial Reporting Standards IFRS or US GAAP
2. In case the listed entity prepares and discloses the financial results as per US GAAP, a reconciliation statement vis-a-vis Indian GAAP and summary of significant differences between the Indian GAAP and US GAAP has to be annexed.
3. If financial results are prepared in accordance with IFRS, then listed entity shall annex only the summary of significant differences between the Indian GAAP and IFRS.
4. If the listed entity is shifting from IFRS to US GAAP or vice versa then the accounts relating to the previous period shall be properly restated for comparison;
5. The Accounting / Reporting Standard followed for any interim results shall be consistent with that of the Annual results.
6. The financial results so submitted shall be based on the same set of accounting policies as those followed in the previous year provided that in case, there are changes in the accounting policies, the results of previous year shall be restated as per the present accounting policies, to make it comparable with current year results;
C. Auditing/Limited Review
1. In case the listed entity prepares and discloses the financial results as per Indian GAAP, the listed entity shall ensure that the annual, half yearly and/or quarterly results, as required under the laws , rules or regulations of home country, shall be audited or subject to limited review by a Chartered Accountant in accordance with Auditing ad Assurance Standards.
2. In case the listed entity prepares and discloses the financial results as per US GAAP or IFRS, the listed entity shall ensure that the annual, half yearly and/or quarterly results, as required under the laws, rules or regulations of home country shall be audited or subject to limited review by professional accountant or certified public accountant in accordance with the International Standards on Auditing. The auditor’s report shall also be prepared in accordance with the International Standards on Auditing.
1. The listed entity shall disclose the audit qualification(s) or any other audit reservation(s) along with the financial results in addition to the explanatory statement as to how audit qualification(s) or any other audit reservation(s) in respect of the audited accounts of the previous accounting year have been addressed in the financial results;
a. The listed entity shall ensure that, if Indian GAAP is followed in preparation of the financial results the format of the disclosure of financial results shall be as prescribed by the Board.
b. In case if Indian GAAP is not followed, the format of such disclosure shall be as per the disclosure requirements of the listed entity in the home country where the listed entity is listed.
3. The listed entity shall make disclosures of its financial information in its functional currency/reporting currency/national currency and the reporting currency shall be restricted to Sterling Pound/Euro/Yen/US Dollar.
4. The listed entity shall provide convenient translation into Indian Rupees of the latest year’s/periods statements (as the case may be) of consolidated profit and losses, assets and liabilities and cash flows, at the closing rate of exchange, as at the date on which the financial information is presented.
5. The listed entity shall provide convenient translations in English and other notes such that the IDR Holders are able to understand such financial statements.