| Legislative： |
1.Promulgated on August 18, 1986
2.Amended on March 18, 1991
3.Amended on October 14, 1994
4.Amended on February 28, 1996
5.Amended on December 26, 2001
6.Amended on November 8, 2018 |
| Content： |
Article 1
These Regulations are enacted pursuant to Paragraph 4, Article 20
of the Company Act (hereinafter referred to as "the Act").
Article 2
The annual accounting final reports and statements referred to in
these Regulations shall mean the following documents compiled by
the company at the close of each fiscal year and approved by
shareholders or ratified by the shareholders’ meeting:
1.Annual business reports
2.Financial statements
3.Statements of surplus earning distribution or deficit off-setting
Article 3
The company shall have the reports and statements prepared and placed
in its main office and the competent authority may, at any time or
from time to time, send its officer(s) to examine, or may require,
by an order, the company to submit filings, within a given time limit,
such reports and statements.
For the purpose of enforcing provisions prescribed in Paragraph 4,
Article 20 of the Act, the competent authority may commission, under law,
private entities or individuals to perform a part of its duties.
For the filings prescribed in Paragraph 1, the company may entrust
certified public accountants or lawyers to submit the filings with
a power of attorney attached thereto.
Article 4
Where the audited company is a company as set forth in Paragraph 2,
Article 20 of the Act, the company shall first have its financial
statements audited and attested by a certified public accountant
pursuant to Regulations Governing Auditing and Attestation of Financial
Statements by Certified Public Accounts and generally accepted auditing
standards.
A certified public account engaged to provide auditing and attestation
of financial statements of a company as set forth in the preceding
paragraph shall file an annual statement of attestation within the time
limit set by the competent authority. Such annual statement shall include
being engaged to provide auditing and attestation pursuant to provisions
of Article 5, if any.
Article 5
Prior to filing with the competent authority, the audited company may
engage a certified public account to have the reports and statements
audited pursuant to Article 6 through Article 8 and prepare an audit report.
The format of the audit report set forth in the preceding paragraph shall
be laid down by the central competent authority.
Article 6
The auditing of reports and statements of the company by a certified public
account engaged shall include the following:
1.Where expenditures of the company above a certain amount, whether it be
paid with money order, cashier`s check, business check, appropriate transfer
or other payment instruments or methods approved by the competent authority
with payee clearly specified.
2.Whether annual closing procedures are completed as scheduled.
3.Whether accounting books and source documents are in place.
4.Whether the statement of financial position and the statement of income
agree with the balance of respective accounts in the books.
5.Whether signatures or seals of the responsible person, the managerial
personnel and the accountant in charge of the company are affixed in each
and every statement prepared by the company.
6.Whether the amounts receivable by the company for the capital stock issued
have not been actually paid up by its shareholders, but are declared as having
paid up in its incorporation application, or whether the amounts have been paid
up by its shareholders but are subsequently refunded to its shareholders or
withdrawn by such shareholders with the permission of the company after having
completed the procedures for company incorporation.
7.For a company offering its shares to the public, whether the total amount of
its investments exceeds forty percent of its paid-up capital, unless it is a
professional investment company, or otherwise provided for in its Articles of
Incorporation, or has obtained a resolution adopted by its shareholders' meeting
in accordance with provisions in Paragraph 2 through Paragraph 4, Article 13
of the Act.
8.Whether capital of the company has been lent to any shareholder of the company
or any other person unless otherwise under any of the circumstances as listed in
Paragraph 1, Article 15 of the Act.
9.Whether reports and statements of the company has been submitted to its
shareholders for their approval or to the shareholders' meeting for ratification.
10.Whether the company fails to commence its business operation after elapse of
six months from the date of its company incorporation registration, or after
commencing its business operation, the company has discontinued, at its own
discretion, its business operation for a period over six months.
Article 7
The auditing of reports and statements of an unlimited company or of an unlimited
company with limited liability shareholders by a certified public account engaged
shall, in addition to being in accordance with provisions in the preceding Article,
include the following:
1.Where a shareholder contributes capital by assigning a monetary claim, whether
it is satisfied upon maturity.
2.Where the company makes distribution of surplus profit, whether losses have
been covered.
Article 8
The auditing of reports and statements of a limited company or of a company
limited by shares by a certified public account engaged shall, in addition to
being in accordance with provisions in Article 6, include the following:
1.Where the company pays dividends or bonuses, whether losses have been covered
and a legal reserve has been set aside.
2.Whether the remuneration distributable to the employees under the Articles of
Incorporation has been made.
3.Whether the loss incurred by the company aggregates to one half of its paid-in
capital, or assets of the company is insufficient to set off its liabilities.
4.Whether capital reserve has been accumulated pursuant to law.
5.Whether legal reserve and capital reserve have been used pursuant to law.
6.Whether asset revaluation has been made pursuant to law and be accounted for legally.
Article 9
When auditing reports and statements of the company, the competent authority may
order the company to present evidential documents, vouchers, books and statements
and other relevant information with explanations.
Article 10
When examining audit report made by a certified public accountant, the competent
authority may request to review the audit working papers and shall keep the same
as confidential information and exercise the due care of a good-faith administrator
with respect to such documents.
Article 11
When auditing reports and statements of the company by the competent authority,
should any nonconformity with regulations be found, the company shall be notified
to make replies within a prescribed period of time and such matters shall be handled
according to relevant acts and regulations.
Article 12
These regulations come into effect starting November 1, 2018.1 |