—(1) An auditor of a company shall report to the members on the accounts required to be laid before the company in general meeting and on the company’s accounting and other records relating to those accounts and if it is a holding company for which consolidated accounts are prepared shall also report to the members on the consolidated accounts.
(1A) A report by an auditor of a company under subsection (1) shall be furnished by the auditor to the directors of the company in sufficient time to enable the company to comply with the requirements of section 203(1) in relation to that report but no offence shall be committed by an auditor under this subsection if the directors have not submitted the accounts for audit as required under this Part in sufficient time, having regard to the complexity of the accounts, for the auditor to make his report.
(2) An auditor shall, in a report under this section, state —
whether the accounts and, if the company is a holding company for which consolidated accounts are prepared, the consolidated accounts are in his opinion —
in compliance with the requirements of the Accounting Standards and give a true and fair view of the matters required by section 201 to be dealt with in the accounts and, as the case may be, the consolidated accounts; and
in accordance with this Act so as in the case of a balance-sheet to give a true and fair view of the company’s affairs and in the case of a profit and loss account to give a true and fair view of the company’s profit or loss;
if the accounts or consolidated accounts do not comply with any requirement of the Accounting Standards and the approval of the Registrar under section 201(14) to such non-compliance has not been obtained, whether such non-compliance is, in the opinion of the auditor, necessary for the accounts or consolidated accounts to give a true and fair view of any matter required by section 201 to be dealt with in them;
whether the accounting and other records required by this Act to be kept by the company and, if it is a holding company, by the subsidiaries other than those of which he has not acted as auditor have been, in his opinion, properly kept in accordance with this Act;
[Deleted by Act 5 of 2004]
any defect or irregularity in the accounts or consolidated accounts and any matter not set out in the accounts or consolidated accounts without regard to which a true and fair view of the matters dealt with by the accounts or consolidated accounts would not be obtained; and
if he is not satisfied as to any matter referred to in paragraph (a), (aa) or (b), his reasons for not being so satisfied.
(3) It is the duty of an auditor of a company to form an opinion as to each of the following matters:
whether he has obtained all the information and explanations that he required;
whether proper accounting and other records, excluding registers, have been kept by the company as required by this Act;
whether the returns received from branch offices of the company are adequate;
whether the procedures and methods used by a holding company or a subsidiary in arriving at the amounts taken into any consolidated accounts were appropriate to the circumstances of the consolidation; and
where consolidated accounts are prepared otherwise than as one set of consolidated accounts for the group, whether he agrees with the reasons for preparing them in the form in which they are prepared, as given by the directors in the accounts,
and he shall state in his report particulars of any deficiency, failure or short-coming in respect of any matter referred to in this subsection.
(4) An auditor shall not be required to form an opinion in his report as to whether the accounting and other records of subsidiaries (which are not incorporated in Singapore) of a Singapore holding company have been kept in accordance with this Act.
(5) An auditor of a company has a right of access at all times to the accounting and other records, including registers, of the company, and is entitled to require from any officer of the company and any auditor of a related company such information and explanations as he desires for the purposes of audit.
(6) An auditor of a holding company for which consolidated accounts are required has a right of access at all times to the accounting and other records, including registers, of any subsidiary, and is entitled to require from any officer or auditor of any subsidiary, at the expense of the holding company, such information and explanations in relation to the affairs of the subsidiary as he requires for the purpose of reporting on the consolidated accounts.
(7) The auditor’s report shall be attached to or endorsed on the accounts or consolidated accounts and shall, if any member so requires, be read before the company in general meeting and shall be open to inspection by any member at any reasonable time.
(8) An auditor of a company or his agent authorised by him in writing for the purpose is entitled to attend any general meeting of the company and to receive all notices of, and other communications relating to, any general meeting which a member is entitled to receive, and to be heard at any general meeting which he attends on any part of the business of the meeting which concerns the auditor in his capacity as auditor.
(9) If an auditor, in the course of the performance of his duties as auditor of a company, is satisfied that —
there has been a breach or non-observance of any of the provisions of this Act; and
the circumstances are such that in his opinion the matter has not been or will not be adequately dealt with by comment in his report on the accounts or consolidated accounts or by bringing the matter to the notice of the directors of the company or, if the company is a subsidiary, of the directors of its holding company,
he shall immediately report the matter in writing to the Registrar.
(9A) Notwithstanding subsection (9), if an auditor of a public company or a subsidiary of a public company, in the course of the performance of his duties as auditor, has reason to believe that a serious offence involving fraud or dishonesty is being or has been committed against the company by officers or employees of the company, he shall immediately report the matter to the Minister.
(9B) No duty to which an auditor of a company may be subject shall be regarded as having been contravened by reason of his reporting the matter referred to in subsection (9A) in good faith to the Minister.
(9C) An auditor who is under a legal duty under any other written law to make a report to the Monetary Authority of Singapore in relation to an offence involving fraud or dishonesty that he becomes aware in the course of the performance of his duties as auditor, shall not be required to make a report to the Minister under subsection (9A) if he has already made a report in relation to the same offence under that written law to the Monetary Authority of Singapore.
(9D) In subsection (9A), “a serious offence involving fraud or dishonesty” means —
an offence that is punishable by imprisonment for a term that is not less than 2 years; and
the value of the property obtained or likely to be obtained from the commission of such an offence is not less than $20,000.
(10) An officer of a corporation who refuses or fails without lawful excuse to allow an auditor of the corporation or an auditor of a corporation who refuses or fails without lawful excuse to allow an auditor of its holding company access, in accordance with this section, to any accounting and other records, including registers, of the corporation in his custody or control, or to give any information or explanation as and when required under this section, or otherwise hinders, obstructs or delays an auditor in the performance of his duties or the exercise of his powers, shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $4,000.
[Aust., 1961, s. 167]