Half-yearly financial report; authorisation to issue statutory instruments

(1) An undertaking that issues shares or debt instruments within the meaning of section 2(1) as a domestic issuer must prepare, for the first six months of each financial year, a half-yearly financial report and make it available to the public without delay, no later than three months after the end of the reporting period, unless the admitted securities are debt instruments falling under section 2(1), no. 2, or that confer at least a conditional right to the acquisition of securities under section 2(1), no. 1 or no. 2. In addition, the undertaking must, no later than three months after the end of the reporting period and before the time at which the half-yearly financial report is first made available to the public, publish a notice stating from what time, and at what internet address, the report is publicly accessible in addition to its availability in the company register. The undertaking notifies the Bundesanstalt of the notice at the same time as its publication, and transmits it without delay, though not before its publication, to the body responsible for the company register, for entry in the company register. It must, at the same time as making the report available to the public under the first sentence, transmit the half-yearly financial report to the body responsible for the company register, for entry in the company register and for forwarding to the central European access point.
(2) The half-yearly financial report must contain at least 1. a condensed set of financial statements, 2. an interim management report, and 3. a declaration in accordance with the requirements of section 264(2), third sentence, and section 289(1), fifth sentence, of the Commercial Code.
(3) The condensed financial statements must contain at least a condensed balance sheet, a condensed profit and loss account, and notes. The accounting principles applicable to the annual financial statements apply to the condensed financial statements. Where, on disclosure, single-entity financial statements within the meaning of section 325(2a) of the Commercial Code take the place of the annual financial statements, the international accounting standards and provisions referred to in section 315e(1) of the Commercial Code apply to the condensed financial statements.
(4) The interim management report must at least state the important events of the reporting period in the issuer's undertaking and their effect on the condensed financial statements, and must describe the material opportunities and risks for the six months of the financial year following the reporting period. Furthermore, for an undertaking that issues shares as a domestic issuer, the material transactions of the issuer with related parties must be stated; these particulars may instead be given in the notes to the half-yearly financial report.
(5) The condensed financial statements and the interim management report may be subjected to an auditor's review by a statutory auditor. The provisions on the appointment of the statutory auditor apply correspondingly to the auditor's review. The auditor's review must be conducted so that, on conscientious performance of the profession, it can be ruled out that the condensed financial statements and the interim management report are, in material respects, inconsistent with the applicable accounting principles. The statutory auditor must summarise the result of the auditor's review in a certificate on the half-yearly financial report, which is to be published together with the half-yearly financial report. Where the condensed financial statements and the interim management report have been audited in accordance with section 317 of the Commercial Code, the auditor's report, or the note of its refusal, must be reproduced in full and published together with the half-yearly financial report. Where the condensed financial statements and the interim management report have neither been subjected to an auditor's review nor audited in accordance with section 317 of the Commercial Code, this must be stated in the half-yearly financial report. Sections 320 and 323 of the Commercial Code apply correspondingly.
(6) The Federal Ministry of Finance may, in agreement with the Federal Ministry of Justice and Consumer Protection, by statutory instrument not requiring the consent of the Bundesrat, adopt further provisions on 1. the content of, and the auditor's review of, the half-yearly financial report, 2. the minimum content, nature, language, scope and form of the publication under subsection (1), second sentence, 3. the minimum content, nature, language, scope and form of the notification under subsection (1), third sentence, and 4. the language in which the half-yearly financial report is to be drawn up, and the period for which the half-yearly financial report must remain generally accessible in the company register, and the time at which it is to be deleted. (7) Where an undertaking prepares and publishes additional interim financial information satisfying the requirements of subsection (2), nos. 1 and 2, and subsections (3) and (4), subsection (5) applies correspondingly to the audit or auditor's review of that financial information by a statutory auditor.