GIBRALTAR Law and Practice Contributed by: Adrian Pilcher, Stuart Dalmedo and Louise Anne Turnock, ISOLAS LLP
7.2 Requirements for Directors Concerning Management Risk and Internal Controls Under the Companies Act, the directors’ report must contain a description of the principal risks and uncertainties facing the company. In addi - tion, it must also contain a description of the principal risks relating to the non-financial infor - mation discussed in 2.2 ESG Considerations arising in connection with the company’s opera - tions and, where relevant and proportionate: • a description of its business relationships, products and services which are likely to cause adverse impacts on those areas of risk; and • a description of how it manages the principal risks.
A company will be classed as a small company if it meets two of the following three parameters in the financial year in question and the preceding year. If the financial year is the company’s first, the conditions only need to be met in its first financial year: • it must have an annual turnover of not more than GBP10.2 million; • it must have a balance sheet total of not more than GBP5.1 million; and • its average number of employees must not be more than 50. There are requirements that govern the rela - tionship between the company and the auditor, including that: • an auditor shall have a right of access at all times to the books and accounts and vouch - ers of the company; • an auditor shall be entitled to require from the directors and officers of the company any such information and explanation as may be necessary for the performance of the duties of the auditors; and • an auditor of the company shall be entitled to attend any general meetings of the com - pany at which any accounts which have been examined or reported on by them are to be laid out before the company, and to make any statement or explanation they desire with respect to the accounts.
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