817. Supplementary accounting statement (merger)
(1) this section applies if the last annual accounts of any of the merging companies relate to a financial year ending before–
(a) the date seven months before the first meeting of the merging company summoned for the purposes of approving the scheme, or
(2) If the merging company has not made public a half-yearly financial report relating to a period ending on or after the date mentioned in subsection (1), the directors or equivalent office holders of the merging company must prepare a supplementary accounting statement.
(3) That statement must consist of–
(a) a balance sheet dealing with the state of affairs of the merging company as at a date not more than three months before the draft terms were adopted by the directors or equivalent office holders, and
(b) where the merging company would be required under section 389 (duty to prepare group accounts) to prepare group accounts if that date were the last day of a financial year, a consolidated balance sheet dealing with the state of affairs of the merging company and the undertakings that would be included in such a consolidation.
(4) The requirements of these Regulations as to the balance sheet forming part of a company’s annual accounts, and the matters to be included in notes to it, apply to the balance sheet required for an accounting statement under this section, with such modifications:
(a) as are necessary by reason of its being prepared otherwise than as at the last day of a financial year, and
(b) in the case of a non-ADGM company, as may be prescribed in any rules made by the Board.
(5) The provisions of section 399 (approval and signing of accounts) as to the approval and signing of accounts apply to the balance sheet required for an accounting statement of a company that is not a non-ADGM company under this section.
(6) In this section–
“annual accounts” has the meaning given to that term by section 444(1) (meaning of “annual accounts”) in the case of a company formed or registered under these Regulations and, in the case of a non-ADGM company, has such meaning as may be prescribed by rules made by the Board for the purposes of this Part, and
“half-yearly financial report” means a report of that description required to be made public by any rules or regulations applicable in the Abu Dhabi Global Market to listed companies or, in the case of a non-ADGM company, as may be prescribed by rules made by Board for the purposes of this Part.