Sample Disclosure – Auditors’ Report With Disclaimer Of Opinion (15 September 2009)

Independent auditors’ report to the members of ABC Bhd. (Incorporated in Malaysia)

Report on the Financial Statements

We were engaged to audit the financial statements of ABC Bhd., which comprise the balance sheets as at (date/month/year) of the Group and of the Company, and the income statements, statements of changes in equity and cash flow statements of the Group and of the Company for the year then ended, and a summary of significant accounting policies and other explanatory notes, as set out on pages XX to XX.

Directors’ responsibility for the financial statements

The directors of the Company are responsible for the preparation and fair presentation of these financial statements in accordance with Financial Reporting Standards and the Companies Act, 1965 in Malaysia. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.

Auditors’ responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. Because of the matters described in the Basis for disclaimer of opinion paragraphs, we were not able to provide a basis for an audit opinion.

 

Basis for disclaimer of opinion:

1. As disclosed in Note XX to the financial statements, the proposed disposal of a subsidiary has not been completed to date of this report. The directors made representation that the disposal price has been revised downward from RMXX,XXX,XXX to RMXX,XXX,XXX. The directors assumed that the revised disposal price also represents the fair value of the disposal group of the assets of this subsidiary company and hence resulted in the loss on re-measurement of assets of the disposal group amounted to RMX,XXX,XXX which has been recognized in the income statement. However, we are unable to obtain sufficient appropriate audit evidence to satisfy ourselves as to the revised disposal  price, the faire value of the disposal group of assets, the loss on re-measurement of assets of disposal group, nor the carrying amount of the re-measured assets.

2. The Group and the Company have posted a capital deficiency of RMXXX,XXX,XXX and RMXXX,XXX,XXX respectively as at 30 June 2009. However, the current year financial statements have been prepared based on the assumption that the Group and the Company continue to operated as a going concern which contemplates the realization of assets and meeting the obligations arising therefrom the liabilities of the Group and of the Company in the normal course of business. In addition, the Group and the Company have defaulted the payment of certain loans obtained and the negotiation with the relevant financial institutions on restructuring of the loans is in progress as disclosed in Note XX to the financial statements. These factors have raise concerns and significant doubt as to the ability of the Group and the Company to be able to continue as a going concern.

The financial statements do not include any adjustments relating to the amounts and classification of assets and liabilities that might ne necessary should the Group and the Company unable to continue as a going concern.

Opinion

Because of the significance of the matters as discussed in the Basis for disclaimer of opinion paragraphs, we do not express an opinion on the financial statements of the Group and the Company for the financial year ended (date/month/year).

 

Report on other legal and regulatory requirements

In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following:

(a) In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company and its subsidiaries of which we have acted as auditors have been properly kept in accordance with the provisions of the Act, except in respect of the matters described in the Basis for disclaimer above.

(b) We have considered the financial statements and the auditors’ reports of all the subsidiaries of which we have not acted as auditors, which are indicated in Note XX to the financial statements.

(c) We are satisfied that the accounts of the subsidiaries that have been consolidated with the financial statements of the Company are in form and content appropriate and proper for the purposes of the preparation of the consolidated financial statements and we have received satisfactory information and explanations required by us for those purposes, except in respect of the matters described in the Basis for disclaimer above.

(d) The auditors’ reports on the financial statements of the subsidiaries were not subject to any qualification and did not include any comment required to be made under Section 174(3) of the Act, except as disclosed in Note XX to the financial statements.

 

Other matters

This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies Act, 1965 in Malaysia and for no other purpose.  We do not assume responsibility to any other person for the content of this report.

Sample Disclosure – Auditors’ Report With Disclaimer Opinion (19 may 2009)

INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF

ABC BERHAD

(Incorporated in Malaysia)

Company No: XXXXX-X

Report on the Financial Statements

We have audited the financial statements of ABC Berhad, which comprise the balance sheets of the Group and of the Company as at day/moth/year, the income statements, statements of changes in equity and cash flow statements of the Group and of the Company for the financial year then ended, and a summary of significant accounting policies and other explanatory notes, as set out on pages XX to XX.

Directors’ Responsibilities for the Financial Statements

The directors of the Company are responsible for the preparation and fair presentation of these financial statements in accordance with Financial Reporting Standards and the Companies Act, 1965 in Malaysia. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.

Auditors’ Responsibilities

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with approved standards on auditing in Malaysia, except that the scope of our work has been limited as explained below. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement. However, the evidence available to us was limited as discussed below. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on our judgement, including the assessment of risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial statements.

Basis of Disclaimer of Opinion

(a)   Fundamental uncertainty relating to the going concern basis

We draw attention to Note X to the financial statements, which disclose that the financial statements of the Group and of the Company have been prepared on a going concern basis, notwithstanding that the Group and the Company had incurred a net loss of RMXX,XXX,XXX and RMXX,XXX,XXX respectively for the financial year ended day/month/year. At this date, the Group and the Company had capital deficiency of RMXXX,XXX,XXX and RMXX,XXX,XXX respectively. The current liabilities of the Group and of the Company exceeded the current assets by RMXXX,XXX,XXX and RMXX,XXX,XXX respectively. The Group has also defaulted in payment on its borrowings whereby certain financial institutions have initiated litigation actions against the Group and the Company as disclosed in Note X to the financial statements. The directors are in the midst of arranging to regularise the financial position of the Group and of the Company including discussion with financial institutions for resolving the matters relating to default of borrowings repayment out of court and considering various options in terms of “financial rescue plan” available and/or offered by interested parties before announcing the selected arrangement. However, as of the date of this report, we are unable to evaluate the outcome of such plan/arrangement and its impact on the business operations as well as the ability of the Group and the Company to continue as a going concern.

(b)  Limitation of Audit Scope – Audit confirmations

The confirmations from certain receivables, payables, financial institutions and solicitors to ensure the existence and completeness of the balances and the status of on-going litigations at financial year end are still outstanding as at the date of our report and therefore we were unable to complete these audit procedures. There were no other alternative procedures whereby sufficient evidence and explanation to ensure the existence and completeness of these balances. Any adjustments found to be necessary to the amounts would affect the related disclosures thereof in the financial statements.

Disclaimer of Opinion

Because of the significance of the matters discussed in the preceding paragraphs, we do not express an opinion whether the financial statements of the Group and of the Company have been prepared in accordance to the Companies Act, 1965 and Financial Reporting Standards in Malaysia so as to give a true and fair view of:-

(i)    the financial position of the Group and of the Company as at day/month/year and of its financial performance and cash flows for the financial year then ended; and

(ii)   the matters required by Section 169 of the Companies Act, 1965 to be dealt with in the financial statements of the Group and of the Company.

Report on Other Legal and Regulatory Requirements

In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following:-

a)    In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company and its subsidiary companies of which we have acted as auditors have been properly kept in accordance with the provisions of the Act.

b)    We have considered the financial statements and the auditors’ reports of all the subsidiary companies of which we have not acted as auditors, as disclosed in Note XX to the financial statements.

c)    We are satisfied ourselves that the financial statements of the subsidiary companies that have been consolidated with the Company’s financial statements are in form and content appropriate and proper for the purposes of the preparation of the consolidated financial statements and we have received satisfactory information and explanations required by us for those purposes.

d)    Except for the auditors’ reports on the financial statements of XXX Sdn. Bhd. and XXX Sdn. Bhd. which were not subject to any qualification and did not include any comment made under Section 174 (3) of the Act, the auditors’ reports on the financial statements of other subsidiary companies were qualified as disclosed in Note XX to the financial statements.

 

Other Matters

This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies Act, 1965 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of this report.

 

 

[Name of firm]                                                             [Name of partner]

AF: 0001                                                                      No. 1001/01/2010 

Chartered Accountants                                               Chartered Accountant

Wonderland, Malaysia                                                 

19 May 2009

Sample Disclosure – Auditors’ Report Pursuant to Section 17 (2)(b) of the Building and Common Property (Maintenance and Management) Act 2007 (19 February 2009)

Report of the auditors pursuant to Section 17 (2)(b) of the Building and Common Property (Maintenance and Management) Act 2007 for XXX Condominium (“the Property) developed by ABC Berhad (“the Company”) to the Commissioner of Buildings

We have audited the accompanying statement of receipts and payments on moneys collected and expended (“the Statement”) for the purpose of maintenance and management of the Property developed by the Company stated from page x to page x for the year ended (day/month/year) pursuant to Section 17 (2)(b) of the Building and Common Property Maintenance and Management) Act 2007.

Directors’ Responsibility

The directors of the Company are responsible for the preparation and fair presentation of the Statement in accordance with cash receipts and payments basis of accounting. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of the Statement that is free from material misstatement, whether due to fraud or error.

Auditors’ Responsibility

Our responsibility is to express an opinion on the Statement based on our audit. We conducted our audit in accordance with approved standards on auditing in Malaysia. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the Statement is free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the Statement. The procedures selected depend on our judgment, including the assessment of risks of material misstatement of the Statement, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the Company’s preparation and fair presentation of the Statement in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. An audit also includes evaluating the overall presentation of the Statement.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the Statement presents fairly, in all material respects, the cash receipts and payments of the Property for the year ended (day/month/year) in accordance with the cash receipts and disbursements basis of accounting.

Other Matter

The Statement has been prepared in accordance with the cash receipts and disbursements basis of accounting pursuant to Section 17 (2)(b) of the Building and Common Property (Maintenance and Management) Act 2007. Our report is intended solely for ABC Sdn Bhd and Commissioner of Buildings only and for no other purpose.

Sample Disclosure – Auditors’ Report With Unqualified Opinion (29 December 2008)

Independent auditors’ report to the members of ABC Berhad (Incorporated in Malaysia)

Report on the financial statements

We have audited the financial statements of ABC Berhad, which comprise the balance sheet as at day/month/year of the Group and of the Company, and the income statement, statement of changes in equity and cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory notes, as set out on pages XX to XX.

Directors’ responsibility for the financial statements

The directors of the Company are responsible for the preparation and fair presentation of these financial statements in accordance with Financial Reporting Standards in Malaysia. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.

Auditors’ responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with approved standards on auditing in Malaysia. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on our judgement, including the assessment of risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the financial statements have been properly drawn up in accordance with Financial Reporting Standards in Malaysia so as to give a true and fair view of the financial position of the Group and of the Company as at day/month/year and of its financial performance and cash flows for the year then ended.

Report on other legal and regulatory requirements

In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following:

(a)   In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company and its subsidiaries of which we have acted as auditors have been properly kept in accordance with the provisions of the Act.

(b)  We have considered the accounts and the auditors’ reports of all the subsidiaries of which we have not acted as auditors, which are indicated in Note XX to the financial statements.

(c)   We are satisfied that the accounts of the subsidiaries that have been consolidated with the financial statements of the Company are in form and content appropriate and proper for the purposes of the preparation of the consolidated financial statements and we have received satisfactory information and explanations required by us for those purposes.

(d)  The auditors’ reports on the accounts of the subsidiaries were not subject to any qualification material to the consolidated financial statements and did not include any comment required to be made under Section 174(3) of the Act.

Other matters

This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies Act, 1965 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of this report.

Sample Disclosure – Auditors’ Report With Except For Qualified Opinion (10 December 2008)

 

Independent Auditors’ Report the members of

ABC Berhad (Incorporated in Malaysia)

Report on the Financial Statements

We have audited the financial statements of ABC Berhad, which comprise the balance sheets as at day/month/year of the Group and of the Company, and the income statements, statements of changes in equity and cash flow statements of the Group and of the Company for the year then ended, and a summary of significant accounting policies and other explanatory notes, as set out on pages xx to xx.

Directors’ Responsibility for the Financial Statements

The Directors of the Company are responsible for the preparation and fair presentation of these financial statements in accordance with Financial Reporting Standards and the Companies Act, 1965 in Malaysia. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.

Auditors’ Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with approved standards on auditing in Malaysia. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on our judgment, including the assessment of risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the Company’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Basis for Qualified Opinion

As at the end of the financial year, a sum of RMxxx,xxx,xxx was owed by a trade debtor. The amount owing was consequently repaid subsequent to the financial year end by way of assignment of debts to a director of the Company in which this director undertook to pay the full amount of this debt to the Company. The directors of the Company have given us a written assurance that the amount owing is recoverable and therefore no allowance for doubtful debt is required to be made in respect of this amount. However, the amount owing remained outstanding to date and we were unable to perform other audit procedures to satisfy ourselves on the ability of this director to repay the debt owing to the Company. Accordingly we are unable to satisfy ourselves as to the recoverability of this RMxxx,xxx,xxx due to the Company.

Qualified Opinion

In our opinion, except for the effects of such adjustments, if any, as might have been determined to be necessary had we been able to satisfy ourselves as to the recoverability of the RMxxx,xxx,xxx due to the Company, the financial statements have been properly drawn up in accordance with Financial Reporting Standards and the Companies Act, 1965 in Malaysia so as to give a true and fair view of the financial position of the Group and Company as at day/month/year and of their financial performance and cash flows for the year then ended.

Report on Other Legal and Regulatory Requirements

In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following:

a) In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company and its subsidiaries of which we have acted as auditors have been properly kept in accordance with the provisions of the Act.

b) We have considered the financial statements and where audited, the auditors’ reports of all the subsidiaries of which we have not acted as auditors, which are indicated in Note X to the financial statements.

c) We are satisfied that the financial statements of the subsidiaries that have been consolidated with the Company’s financial statements are in form and content appropriate and proper for the purposes of the preparation of the financial statements of the Group and we have received satisfactory information and explanations required by us for those purposes.

d) The auditors’ reports on the financial statements of the subsidiaries did not contain any qualification or any adverse comment made under Section 174(3) of the Act.

Other Matters

This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies Act, 1965 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of this report.

Sample Disclosure – Auditors’ Report with Disclaimer Opinion (25 November 2008)

Independent auditors’ report to the members of ABC Bhd. (Incorporated in Malaysia)

Report on the Financial Statements

We were engaged to audit the financial statements of ABC Bhd., which comprise the balance sheets as at (date/month/year) of the Group and of the Company, and the income statements, statements of changes in equity and cash flow statements of the Group and of the Company for the year then ended, and a summary of significant accounting policies and other explanatory notes, as set out on pages XX to XX.

Directors’ responsibility for the financial statements

The directors of the Company are responsible for the preparation and fair presentation of these financial statements in accordance with Financial Reporting Standards and the Companies Act, 1965 in Malaysia. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.

Auditors’ responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. Because of the matters described in the Basis for disclaimer of opinion paragraphs, we were not able to provide a basis for an audit opinion.

 

Basis for disclaimer of opinion:

1. As disclosed in Note XX to the financial statements, there were total payments by the Group of RMXX million on behalf of and to various parties, including related parties in settlement of total receipts of RMXX million from various parties, including related parties during the financial year and RMXX million due to certain of these parties as at (date/month/year).  Certain of these payments made by the Group resulted in net amounts due from various parties ranging from RMXX to RMXX million on various dates between (date/month/year) and (date/month/year).  

The total payments and receipts referred to in the preceding paragraph included total payments by the Company of RMXX million on behalf of and to various parties, including related parties in settlement of total receipts of RMXX million from these various parties including related parties during the financial period and RMXX million due to certain of these parties as at (date/month/year).  Certain of these payments made by the Company resulted in an amount due from one of the various parties amounting to RMXX million on (date/month/year).  

During the financial year ended (date/month/year), there were no gains or losses recorded in the income statements of the Group and of the Company arising from the above transactions and neither were there any amounts owing to or from any parties as at (date/month/year).

2. In the previous financial year, one of the Company’s wholly-owned subsidiaries, DEF Sdn. Bhd. (“DEF”) entered into a business arrangement with a company (“Financial Promoter”) to inter alia, assist in the winding down of the operations of DEF and various other activities on the terms and conditions as further disclosed in Notes XX and XX to the financial statements. However, the details of the above arrangements were only provided to us in (month/year) arising from our enquiries on certain receipts and payments noted in paragraph (1) above. We were also informed that the said business arrangement had no effects on the financial statements of the Group. The said arrangement was rescinded in (month/year).

There was no evidence that approvals were obtained from the Board of Directors prior to entering into the above transactions.

As at the date of this report, we are unable to satisfy ourselves as to the intent, purpose, nature and extent of the above transactions. Accordingly, we are unable to determine as to whether these transactions have any effects on the financial statements of the Group or the Company for the financial year ended (date/month/year).

Opinion

Because of the significance of the matters as discussed in the Basis for disclaimer of opinion paragraphs, we do not express an opinion on the financial statements of the Group and the Company for the financial year ended (date/month/year).

 

Report on other legal and regulatory requirements

In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following:

(a) In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company and its subsidiaries of which we have acted as auditors have been properly kept in accordance with the provisions of the Act, except in respect of the matters described in the Basis for disclaimer above.

(b) We have considered the financial statements and the auditors’ reports of all the subsidiaries of which we have not acted as auditors, which are indicated in Note XX to the financial statements.

(c) We are satisfied that the accounts of the subsidiaries that have been consolidated with the financial statements of the Company are in form and content appropriate and proper for the purposes of the preparation of the consolidated financial statements and we have received satisfactory information and explanations required by us for those purposes, except in respect of the matters described in the Basis for disclaimer above.

(d) The auditors’ reports on the financial statements of the subsidiaries were not subject to any qualification and did not include any comment required to be made under Section 174(3) of the Act, except as disclosed in Note XX to the financial statements.

 

Other matters

This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies Act, 1965 in Malaysia and for no other purpose.  We do not assume responsibility to any other person for the content of this report.