(a ) (b ) (c) (d ) (e) (f) tor. an officer or servant of the company; a person who is a partner of an officer or servant of the company; a person who is an employer or an employee of an officer or servant of the company; a body corporate; a person who is an officer or servant of a body corporate which is an officer of the company; a person who by himself, or his partner or his employee, regularly performs the duties of secretary or book keeper to the company. Reference in this subsection to an officer or servant shall be construed as not including reference to an audi- (2 ) A person shall also not be qualified for appointment as auditor of a company if he is, by virtue of subsection (1), disqualified for appointment as auditor of any other body corporate which is that company’s subsidiary or holding company, or a subsidiary of that company’s holding company, or would be so disqualified if the body corporate were a company. (3 ) Any person who acts as auditor of a company when disqualified as aforesaid shall be guilty of an offence and liable to a fine not exceeding level five. [Section as amended by Act No. 22 of 20 01] 153 Auditor’s report (1 ) The auditor shall make a report to the members on the accounts examined by him and on every balance sheet, every profit and loss account and all group accounts laid before the company in general meeting during his tenure of office and the report shall contain statements as to the following matters— (a ) whether, in his opinion, the balance sheet and profit and loss account of the company, or in the case of a holding company submitting group accounts, the said accounts of the company and the group accounts are properly drawn up in accordance with this Act so as to give a true and fair view of the state of the company’s affairs at the date of its balance sheet and of its profit or loss for its financial year ended on that date; or (b ) in the case of a company registered as a commercial bank, an accepting house or a finance house in terms of the Banking Act [Chapter 24:20], whether, in his opinion, the balance sheet and profit and loss account of the company or, in the case of a holding company submitting group accounts, the said accounts of the company and the group accounts are properly drawn up so as to disclose the state of the company’s affairs at the date of its balance sheet and its profit or loss for its financial year ended on that date, so far as is required by the provisions of this Act applicable to the class of company concerned. [Paragraph as amended by section 82 of Act No. 9 of 1999] (2 ) The auditor shall include in his report statements which, in his opinion, are necessary if— (a ) he has not obtained all the information and explanations which to the best of his knowledge and belief were necessary for the purposes of his audit; (b ) so far as appears from his examination, proper books of account have not been kept by the company; (c) proper returns adequate for the purpose of his audit have not been received from branches not visited by him; (d ) the company’s balance sheet and profit and loss account are not in agreement with the books of account and returns from branches. (3 ) In the event of the auditor being unable to make such report or to make it without further qualification he shall inscribe upon or attach to the balance sheet a statement of that fact or of the nature of the qualification, as the case may be, and he shall set forth therein the facts or circumstances which prevent him from making the report or from making it without qualification. (4 ) The auditor’s report or any statement under subsection (3) shall, unless all the members present agree to the contrary, be read before the company in general meeting and shall, in any event, be open to inspection by any member. 154 Auditor’s right of access to books and to attend general meetings (1 ) Every auditor of a company shall have a right of access at all times to the books, accounts, vouchers and securities of the company and shall be entitled to require from the officers of the company such information and explanation as he thinks necessary. (2 ) Every auditor of a holding company shall have a right of access to all current and former accounts of any company subsidiary thereto and shall be entitled to require from the officers of the holding or subsidiary company all such information and explanations in connection therewith as he may deem necessary. (3 ) Every auditor of a company shall be entitled to attend any general meeting of the company and to receive all notices of and other communications relating to any general meeting which any member of the company is entitled to receive and to be heard at any general meeting which he attends on any part of the business of the meeting which concerns him as auditor.