Tuesday, July 15, 2014

Disclosure Requirements of Quarterly Financial Results for Public Joint Stock Companies

Every public joint stock company (“SAOG”) in Oman is duty-bound to its shareholders and the regulator, the Capital Markets Authority (the “CMA”) to make timely disclosures of its financial statements. The provisions for disclosure of financial statements by SAOGs have been set out in Part VII of the Executive Regulation to the Capital Market Law (the “Executive Regulation”).

The Executive Regulations requires every SAOG to:

  1. prepare un-audited interim financial statements, including the balance sheet, income statement, cash flow statement, statement on change in shareholder’s equity,
  2. prepare notes to the financial statements for first, second and third quarters of the financial year, and
  3. disclose the same immediately after approval by the board of directors of such companies and within not more than thirty (30) days from the end of the respective quarter.

The CMA has, in a recent Circular No E/5/2014 dated 29 May 2014 (“Circular”), advised all SAOGs to disclose their initial quarterly financial results immediately after approval by the executive management of such companies, prior to the approval of the board of directors, and within fifteen (15) days from the end of the respective quarter. The disclosure requirements set out in the said Circular shall be applicable to all SAOGs with effect from the quarter ending 30 September 2014.

The initial quarterly financial results shall include the following:

  1. total revenues;
  2. total expenses;
  3. net income after tax;
  4. comparison figures with the previous quarter and percentage of change; and
  5. any other items the company deems important to disclose.

The disclosure should also clearly indicate that such quarterly results are initial and have not been approved by the board of directors. Thereafter, the SAOG would be required to provide a detailed disclosure of the un-audited quarterly financial statements within the statutory period provided in the Executive Regulation. In effect, it would mean that the unaudited financial statements as approved by the board of directors should be submitted within the next fifteen (15) days from the date of submission of the initial financial statements.

Finally, although Part VIII of the Executive Regulation sets out that a fine is payable by the SAOG failing to disclose all quarterly un-audited financial statements and the required accompanying reports within the statutory period referred to the Executive Regulation, the said Circular does not make reference to any penalty or fine that may be imposed on an SAOG failing to comply with the disclosure requirement in accordance with the said Circular.