5.06 The 2024 list of related undertakings gives no registered office address for the [place] holding company
UK Company A · a UK-listed medical technology group · Compliance or disclosure gap
In brief
Note 8 lists every subsidiary with a town that points to a key of full registered office addresses. The Company International S.A., a holding company incorporated in [place], is keyed to '[place]', but the key has no [place] entry: it goes straight from [place] to [place]. The regulations on related undertakings require the registered office address of each subsidiary. The 2025 report adds the missing address.
The evidence, as filed
Further pages withheld to protect the company’s identity (two): Annual Report 2024, page 252; Annual Report 2025, page 272. Their wording or layout could lead back to the company even with names and figures masked; the evidence list below records what each page shows.
Names, figures, dates, logos and any wording that could be searched back to the company are boxed out in grey; the point is highlighted in yellow.
What the report shows, and what the rule requires
| What the annual report shows | What the rule requires |
|---|---|
| What the annual report shows The Company International S.A. is listed with country and town '[place]'; the registered office address key has no [place] address. | What the rule requires The address key includes '[place]: 1A, rue [name], L-2350, [place]', as the 2025 report gives it. |
The rule
Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Schedule 4 paragraph 1(1)-(3)
Version relied on: Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 (SI 2008/410), in force from April 2008, as amended (the directors’ remuneration report Schedule 8 as substituted from October 2013); revised text, legislation.gov.uk
There must be stated with respect to each subsidiary undertaking- (a) the address of the undertaking's registered office (whether in or outside the United Kingdom)
Companies Act 2006 s.409(1)
Version relied on: Companies Act 2006, revised text on legislation.gov.uk as in force for the financial year reviewed
The Secretary of State may make provision by regulations requiring information about related undertakings to be given in notes to a company's annual accounts.
Why it applies here: for this one subsidiary the 2024 accounts give the country but not the registered office address that the regulations require.
Why it matters
- For one subsidiary the 2024 accounts do not give a particular the regulations require.
- A clerical gap, already closed in the 2025 report.
For one subsidiary the 2024 accounts do not give a particular the regulations require. The gap is clerical, affects no figure and was closed in the next report.
Exposure
At most a Financial Reporting Council (FRC) Corporate Reporting Review comment; already corrected in the 2025 report, so no further action is realistic.
Our workings
Note 8 states that it gives, under section 409, [wording masked] at [date]. Each row names a town, and two pages of 'Registered Office addresses' give the full address for each town. The row for the Company International S.A. (footnote 1, holding company) shows [place] as country and as town; the Rest of Europe part of the key runs [place], then [place], with no [place] entry, and the word [place] appears nowhere else in the report.
the 2025 report's key adds '[place] 1A, rue [name], L-2350, [place]'.
Every other town in the list that we traced has an address in the key.
| Item | 2024 report | 2025 report |
|---|---|---|
| Row for the Company International S.A. | [place] / [place] (holding company) | [place] / [place] (holding company) |
| [place] entry in the address key | None ([place] is followed by [place]) | 1A, rue [name], L-2350, [place] |
Management’s best defence, and our reply
The Company would say the country of incorporation and the city are given for the entity, the address is on the public [place] register, and the gap was a clerical slip in a list of well over a hundred entities that was corrected the following year. It might also argue that a user could not be misled. However, the regulations require the registered office address of each subsidiary, not only the country, and the correction in the 2025 report confirms that the 2024 key was incomplete. The defence goes to severity, which is low, not to whether the particular was given.
The fix
- Keep the 2025 key entry and add a check that every town code in the list has an address in the key (and that no key entry is left unused).
Evidence relied on
| # | What it shows | Type | Where |
|---|---|---|---|
| 1 | Note 8 is the list the regulations require, as at the year end | Document | Annual Report 2024, page 252 |
| 2 | The [place] holding company is keyed to the town '[place]' | Document | Annual Report 2024, page 252 |
| 3 | In the address key [place] is followed directly by [place]: there is no [place] address | Document | Annual Report 2024, page 254 |
| 4 | The 2025 report adds the [place] registered office address to the key | Document | Annual Report 2025, page 272 |
Absence check
- Document
- Annual Report 2024
- Where it would appear
- [name] San [name]
- What is missing
- the registered office address of the Company International S.A. ([place])
- Pages looked at
- Annual Report [amount].252-255 (Note 8 list and both pages of the registered office address key) on the page images
- Result
- '[place]' hits only p.252, the list row itself (country and town key, no address); 'rue [name]', 'L-2350' and '[name]' hit nothing in the 2024 report.
Prepared by Pramanex from the company’s published annual reports, without the company’s involvement, to show how an annual report review reads. The company is not named, and nothing on this page is a statement about any identifiable company. Observations are not an audit, review or other assurance engagement, and not legal advice. A regulator-style question is a question, not a conclusion.
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