s 5
(1) Subject to the following provisions of this section, | where— (a) at the end of its financial year a company has subsidiaries ; and (b) it is required under section 3(1) of the 1967 Act (disclosure of particulars of subsidiaries and shareholdings in subsidiaries in company’s accounts) to disclose particulars with respect to any of those subsidiaries in a note to its accounts ; the additional information specified in subsection (3) below shall be given with respect to each subsidiary to which the requirement under section 3(1) applies in a note to the company’s accounts. (2) Subject to the following provisions of this section, where— (a) at the end of its financial year a company holds shares in another body corporate ; and (b) it is required under section 4(1A) of that Act (disclosure of particulars of bodies corporate and of shareholdings in bodies corporate in which a company holds more than one-tenth of allotted share capital) to disclose particulars with respect to that body corporate in a note to its accounts ; and (c) the shares held by the company in that body corporate exceed in nominal value one-fifth of the allotted share capital of that body ; the additional information specified in subsection (3) below shall be given with respect to that body corporate in a note to the company’s accounts. (3) The information mentioned in subsections (1) and (2) above is, in relation to any body corporate (whether a subsidiary of the company or not)— (a) the aggregate -amount of the capital and reserves of that body corporate as at the end of the financial year of that body corporate ending with or last before the financial year of the company to which the accounts telate ; and (b) the profit or loss of that body corporate for the financial year of that body corporate mentioned in paragraph (a) above. (4) That information need not be given in respect of a subsidiary of the company if either the company is exempt from preparing group accounts by virtue of section 150(2)(a) of the 1948 Act (company the wholly owned subsidiary of another body corporate incorporated in Great Britain) or the company prepares group accounts and either— (a) the accounts of the subsidiary are included in those group accounts ; or Companies Act 1981 c. 62 (b) the investment of the company in the shares of the subsidiary is included in or in a note to the company’s accounts by way of the equity method of valuation. (5) That information need not be given in respect of any other body corporate in which the company holds shares if the investment of the company in those shares is included in or in a note to the company’s accounts by way of the equity method of valuation. (6) That information need not be given in respect of any body corporate if— (a) that body corporate is not required by section 1 or 9 of the 1976 Act to deliver a copy of its balance sheet for the financial year mentioned in subsection (3)(a) above to the registrar of companies and does not otherwise publish that balance sheet in Great Britain or elsewhere ; and (b) the shares held by the company in that body corporate do not amount to at least one-half in nominal value of the allotted share capital of that body. (7) Information otherwise required by this section need not be given if it is not material. (8) Where with respect to any subsidiary of the company or any other body corporate particulars which would otherwise be required by section 3(1) or section 4(1A) of the 1967 Act to be stated in a note to the company’s accounts are omitted by virtue of subsection (4) of either of those sections (particulars may be omitted to avoid giving particulars of excessive length, except in case of subsidiaries, etc., carrying on businesses the results of the carrying on of which principally affected the profit or loss or assets of the company)— (a) any information with respect to any other subsidiary or body corporate which is given in or in a note to the company’s accounts in accordance with this section ; an (b) any information which would have been required by this section to be so given in relation to any subsidiary or other body corporate but for the exemption under section 3(4) or 4(4) of the 1967 Act ; shall be annexed to the annual return first made by the company after copies of its accounts have been laid before it in general meeting. (9) If a company fails to satisfy an obligation imposed on it by subsection (8) above to annex information to a return, the company and every officer of the company who is in default shall c. 62 Companies Act 1981 be liable on summary conviction to a fine not exceeding onefifth of the statutory maximum or, on conviction after continued contravention, a default fine not exceeding one-fiftieth of the statutory maximum. (10) For the purposes of this section, shares in a body corporate shall be treated as being held, or as not being held, by the company if they would, by virtue of section 154(3) of the 1948 Act (but on the assumption that paragraph (b)(ii) had been omitted from that subsection), be treated as being held or (as the case may be) as not being held by the company for the purpose of determining whether that body corporate is the company’s subsidiary.