(1) The resolution may be based on the most recent annual balance sheet if the annual balance sheet has been audited and the approved annual balance sheet is certified by the unqualified audit report of the statutory auditor and if its cut-off date does not precede by more than eight months the date on which the application is filed for the resolution to be entered in the Commercial Register.
(2) Where the resolution is not based on the most recent annual balance sheet, the balance sheet must comply with sections 150, 152 and with sections 242 to 256a and sections 264 to 274a of the Commercial Code. At a maximum, the balance sheet cut-off date may precede by eight months the date on which the application is filed for the resolution to be entered in the Commercial Register.
(3) The balance sheet must be audited by a statutory auditor in order to establish whether it complies with sections 150, 152 and with sections 242 to 256a and sections 264 to 274a of the Commercial Code. It must be certified by an unqualified audit report.
(4) Unless the general meeting elects a different auditor, that auditor is considered elected who was elected by the general meeting to audit the most recent annual financial statements or appointed by the court. Unless the special aspects of the auditor’s engagement lead to a different conclusion, section 318 (1) sentences 3 and 4, section 319 (1) to (4), section 319b (1), section 320 (1) and (2), section 321, section 322 (7) and section 323 of the Commercial Code are to be applied accordingly to the audit and, in the case of a company that is a public-interest entity as defined in section 316a sentence 2 of the Commercial Code, also Article 5 (1) of Regulation (EU) No. 537/2014.
(5) Unless the special aspects of the auditor’s engagement lead to a different conclusion, section 341k of the Commercial Code is to be applied to the audit of the balance sheet prepared by insurance companies.
(6) In the case governed by subsections (2) to (5), section 175 (2) applies accordingly to making accessible the balance sheet and to the provision of copies.