Companies Act 1967 · 2020 Revised Edition · Part 6 · Financial Statements and Audit
207. Powers and duties of auditors as to reports on financial statements
Last amended by an amending law of 2025. 3 amendments in all.
Official textFrom Singapore Statutes Online, unchanged
An auditor of a company must report to the members —
company
“company” means a company incorporated under this Act or under any corresponding previous written law;
on the financial statements required to be laid before the company in general meeting and on the company’s accounting and other records relating to those financial statements; and
where the company is a parent company for which consolidated financial statements are prepared, on the consolidated financial statements.
A report by an auditor of a company under subsection (1) must 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 is committed by an auditor under this subsection if the directors have not submitted the financial statements for audit as required under this Part in sufficient time, having regard to the complexity of the financial statements, for the auditor to make the auditor’s report.
financial statements
“financial statements” means the financial statements of a company required to be prepared by the Accounting Standards;
An auditor must, in a report under this section, state —
whether the financial statements and, if the company is a parent company for which consolidated financial statements are prepared, the consolidated financial statements are in the auditor’s opinion —
in compliance with the requirements of the Accounting Standards; and
give a true and fair view of —
the financial position and performance of the company; and
if consolidated financial statements are required, the financial position and performance of the group;
if the financial statements or consolidated financial statements do not comply with any requirement of the Accounting Standards and the non‑compliance is neither —
approved by the Registrar under section 201(12); nor(ii)allowed under an order by the Minister under section 201(15A),whether the non‑compliance is, in the opinion of the auditor, necessary for the financial statements or consolidated financial statements 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 parent company, by the subsidiary corporations other than those of which the auditor has not acted as auditor have been, in the auditor’s opinion, properly kept in accordance with this Act;
[Deleted by Act 5 of 2004]
any defect or irregularity in the financial statements or consolidated financial statements and any matter not set out in the financial statements or consolidated financial statements without regard to which a true and fair view of the matters dealt with by the financial statements or consolidated financial statements would not be obtained; and
if the auditor is not satisfied as to any matter referred to in paragraph (a), (aa) or (b), the auditor’s reasons for not being so satisfied.
It is the duty of an auditor of a company to form an opinion as to each of the following matters:
whether the auditor has obtained all the information and explanations that the auditor required;
whether proper accounting and other records, excluding registers, required to be kept under section 199(1), have been kept by the company as required by this Act;
whether the returns received from branch offices of the company are adequate;
[Deleted by Act 36 of 2014]
where consolidated financial statements are prepared otherwise than as one set of consolidated financial statements for the group, whether the auditor agrees with the reasons for preparing them in the form in which they are prepared, as given by the directors in the financial statements,and the auditor must state in the auditor’s report particulars of any deficiency, failure or shortcoming in respect of any matter referred to in this subsection.
An auditor is not required to form an opinion in the auditor’s report as to whether the accounting and other records of subsidiary corporations (which are not incorporated in Singapore) of a Singapore parent company have been kept in accordance with this Act.
parent company
“parent company” means a company that is required under the Accounting Standards to prepare financial statements in relation to a group;
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 company that is deemed to be related to the company by virtue of section 6 such information and explanations as the auditor desires for the purposes of audit.
officer
“officer”, in relation to a corporation, includes —(a)any director or secretary of the corporation or a person employed in an executive capacity by the corporation;(b)a receiver and manager of any part of the undertaking of the corporation appointed under a power contained in any instrument; and(c)any liquidator of a company appointed in a voluntary winding up,but does not include —(d)any receiver who is not also a manager;(e)any receiver and manager appointed by the Court;(f)any liquidator appointed by the Court or by the creditors; or(g)a judicial manager appointed under Part 7 of the Insolvency, Restructuring and Dissolution Act 2018;
An auditor of a parent company for which consolidated financial statements are required has a right of access at all times to the accounting and other records, including registers, of any subsidiary corporation, and is entitled to require from any officer or auditor of any subsidiary corporation, at the expense of the parent company, such information and explanations in relation to the affairs of the subsidiary corporation as the auditor requires for the purpose of reporting on the consolidated financial statements.
consolidated financial statements
“consolidated financial statements” has the meaning given by the Accounting Standards;
The auditor’s report must be attached to or endorsed on the financial statements or consolidated financial statements and must, if any member so requires, be read before the company in general meeting and must be open to inspection by any member at any reasonable time.
An auditor of a company or an agent authorised by the auditor 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 the auditor attends on any part of the business of the meeting which concerns the auditor in such capacity as auditor.
If an auditor, in the course of the performance of such 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 the auditor’s opinion the matter has not been or will not be adequately dealt with by comment in the auditor’s report on the financial statements or consolidated financial statements or by bringing the matter to the notice of the directors of the company or, if the company is a subsidiary company, of the directors of the parent company,the auditor must immediately report the matter in writing to the Registrar.
Despite subsection (9), if an auditor of a public company or a subsidiary corporation of a public company, in the course of the performance of the auditor’s duties as such, 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, the auditor must immediately report the matter to the Minister.
No duty to which an auditor of a company may be subject is to be regarded as having been contravened by reason of the auditor reporting the matter mentioned in subsection (9A) in good faith to the Minister.
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 the auditor becomes aware of in the course of the performance of the auditor’s duties as such, is not required to make a report to the Minister under subsection (9A) if the auditor has already made a report in relation to the same offence under that written law to the Monetary Authority of Singapore.
Authority
“Authority” means the Accounting and Corporate Regulatory Authority established under the Accounting and Corporate Regulatory Authority Act 2004;
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 $100,000.
The following persons are guilty of an offence and shall be liable on conviction to a fine not exceeding $4,000:
any officer of a company who refuses or fails without lawful excuse to allow an auditor of the company access, in accordance with subsection (5), to any accounting and other records, including registers, of the company in the officer’s custody or control;
any officer or auditor of a subsidiary corporation who refuses or fails without lawful excuse to allow an auditor of its parent company access, in accordance with subsection (6), to any accounting and other records, including registers, of the subsidiary corporation in the officer’s or auditor’s custody or control;
any officer of a company or officer or auditor of a subsidiary corporation who refuses or fails without lawful excuse to give any information or explanation as and when required under subsection (5) or (6);
any officer of a company or any officer or auditor of a subsidiary corporation who otherwise hinders, obstructs or delays an auditor in the performance of the auditor’s duties or the exercise of the auditor’s powers under this section.
The reference to the registers of —
a company in subsection (5);
a subsidiary corporation of a parent company in subsection (6); or
a corporation in subsection (10),does not include any register kept by the company, subsidiary corporation of a parent company or corporation (as the case may be) under Part 11A.
Terms defined in this Act
Accounting Standards
Defined · s 4“Accounting Standards” means the accounting standards made or formulated by the Accounting Standards Committee under Part 3 of the Accounting Standards Act 2007 and applicable to companies and to foreign companies in respect of their operations in Singapore for the purposes of this Act;
Authority
Defined · s 4“Authority” means the Accounting and Corporate Regulatory Authority established under the Accounting and Corporate Regulatory Authority Act 2004;
company
Defined · s 4“company” means a company incorporated under this Act or under any corresponding previous written law;
consolidated financial statements
Defined · s 209A“consolidated financial statements” has the meaning given by the Accounting Standards;
corporation
Defined · s 4“corporation” means any body corporate formed or incorporated or existing in Singapore or outside Singapore and includes any foreign company but does not include —(a)any body corporate that is incorporated in Singapore and is by notification of the Minister in the Gazette declared to be a public authority or an instrumentality or agency of the Government or to be a body corporate which is not incorporated for commercial purposes;(b)any corporation sole;(c)any cooperative society;(d)any registered trade union; (da)any platform work association registered under the Platform Workers Act 2024; or(e)any limited liability partnership;
financial statements
Defined · s 209A“financial statements” means the financial statements of a company required to be prepared by the Accounting Standards;
officer
Defined · s 4“officer”, in relation to a corporation, includes —(a)any director or secretary of the corporation or a person employed in an executive capacity by the corporation;(b)a receiver and manager of any part of the undertaking of the corporation appointed under a power contained in any instrument; and(c)any liquidator of a company appointed in a voluntary winding up,but does not include —(d)any receiver who is not also a manager;(e)any receiver and manager appointed by the Court;(f)any liquidator appointed by the Court or by the creditors; or(g)a judicial manager appointed under Part 7 of the Insolvency, Restructuring and Dissolution Act 2018;
parent company
Defined · s 209A“parent company” means a company that is required under the Accounting Standards to prepare financial statements in relation to a group;
register
Defined · s 386AB“register of controllers” or “register” —(a)in relation to a company to which this Part applies — means the register that the company is required to keep of its registrable controllers under section 386AF(1), (1A), (2) or (3); and(b)in relation to a foreign company to which this Part applies — means the register that the foreign company is required to keep of its registrable controllers under section 386AF(4), (4A), (5) or (6);
Registrar
Defined · s 4“Registrar” means the Registrar of Companies appointed under this Act and includes any Deputy or Assistant Registrar of Companies;
subsidiary company
Defined · s 209A“subsidiary company” means a company that is a subsidiary as defined in the Accounting Standards;
subsidiary corporation
Defined · s 209A“subsidiary corporation” means a corporation that is a subsidiary as defined in the Accounting Standards;
Part 7
Arrangements, Reconstructions and Amalgamations
Part 8
Part 8A
Part 9
Investigations
Part 10
Dissolution
Part 10A
Transfer of Registration
Part 11
Various Types of Companies, Etc.
Part 11A
Register of Controllers, Nominee Directors and Nominee Shareholders of Companies
Part 12