The Last Accounts. The Last Accounts: (a) give a true and fair view of the state of affairs of the Company and the Group as at the Last Accounting Date and of their profits or losses for the Financial Year ended on the Last Accounting Date; (b) disclose and make appropriate provision or reserve for actual liabilities; (c) disclose and make appropriate provision or reserve as the directors feel is relevant for (or note in accordance with all Relevant Accounting Standards), unquantified or disputed liabilities, capital commitments and deferred Tax; (d) make provision or reserve for all Tax in respect of all accounting periods ended on or before the Last Accounting Date for which the Company and the Group was at that date liable including (without limitation) Tax: (i) on or in respect of or by reference to the profits, gains or income for any period ended on or before the Last Accounting Date; (ii) in respect of any event on or before the Last Accounting Date or provided for in the Last Accounts; and (iii) in respect of distributions declared, made or deemed to be made on or before the Last Accounting Date or provided for in the Last Accounts; (e) have been prepared in a manner consistent with that used in preparing the Accounts for each of the three Financial Years preceding the Financial Year ended on the Last Accounting Date.
Appears in 2 contracts
Sources: Share Purchase Agreement, Share Purchase Agreement (Sally Beauty Holdings, Inc.)