Article 35 Annual Financial Statements
35.1 The interval between the end of the financial year of the issuer and the issuing of the printed annual report to the company's shareholders and the Exchange shall not exceed 6 months.
35.2 The annual audited accounts shall be prepared in accordance with the International Accounting Standards (IAS) and in compliance with Bahrain's Commercial Companies Law or other applicable laws, as well as the requirements of the Agency. In addition, the annual report should also include both directors' and management's reports on the results for the year.
35.3 The issuer shall separate items in its annual report:
35.3.1 The amount of:
(i) turnover, and
(ii) investment and other income, excluding extraordinary items, together with comparative figures for the previous year;
35.3.2 A statement of source and application of funds with comparative figures for the previous year;
35.3.3 A statement as at the end of the financial year, showing the interest of the directors of the issuer, or related corporations.
35.4 Particulars of material contracts involving directors' interests shall be disclosed, either those still in existence at the end of the financial year, or if not, then those entered into since the end of the previous financial year, providing, in the case of a loan, and without limiting the generality of the foregoing:
35.4.1 the names of the lender and the borrower,
35.4.2 the relationship between the borrower and the director (if the director is not the borrower);
35.4.3 the purpose of the loan;
35.4.4 the amount of the loan;
35.4.5 the interest rate;
35.4.6 the terms regarding payment of interest and repayment of principal; and
35.4.7 security provided.
35.5 A statement as at the end of the issuer's financial year shall be disclosed setting out:
35.5.1 The names and nationalities of the major shareholders and the number of equity securities of each class held in which they have an interest of 5% or more of outstanding shares, as shown in the issuer's shares register;
35.5.2 The number of holders of each class of equity security, and the voting rights attached to each class;
35.5.3 A distribution schedule of each class of equity security, setting out the number of holders and percentage in the following categories:
|Categories*||No. of Shares||No. of Shareholders||% of Total Outstanding Shares|
|Less than 1%|
|1% up to less than 5%|
|5% up to less than 10%|
|10% up to less than 20%|
|20% up to less than 50%|
|50% and above|
35.6 There shall be disclosed:
35.6.1 the name of the company secretary;
35.6.2 the address and telephone number of the registered office; and
35.6.3 the address of each office at which a register of securities is kept.
35.7 In the first financial year in which an issuer adopts new accounting policies, there shall be stated by way of notes to the accounts the principles and policies adopted, the amount of increase or decrease in profits and losses, and the amount of assets or reserves resulting from the adoption of such policies.
35.8 Except for those firms that are regulated by the Agency as financial institutions and that are involved in the acquisition and disposition of properties in the ordinary course of business, the following information shall be provided:
35.8.1 The address of each property;
35.8.2 In respect of each property:
(i) a brief description (e.g. land or buildings, approximate areas, etc);
(ii) existing use (e.g. shops, offices, factories, residential, etc);
(iii) tenure (i.e. freehold, or leasehold, giving terms);
(iv) terms of tenants leases or under leases (including repairing obligations);
(v) approximate age of the buildings;
(vi) present capital value in existing state.