Auditor Qualifications

Directive Auditor Qualifications

I. GENERAL PROVISIONS

Art. 1 Purpose

This Directive establishes the qualifications required for individuals to serve as auditors for companies with securities listed on MERJ Exchange, in alignment with LR12 para. b) point ii.

Art. 2 Scope of Applicability

This Directive applies to all auditors appointed to audit the financial statements of companies with securities listed on MERJ Exchange.

II. QUALIFICATION REQUIREMENTS

Art. 3 Recognized Accountancy Bodies

1. An individual is not qualified for appointment as an auditor of a listed company unless they are a member of a public accounting firm registered with a body that is -

   1. A member of the International Federation of Accountants (IFAC), or

   2. Another body acceptable to MERJ Exchange, as per LR12 para. b) point ii.

2. Recognized IFAC member bodies include, but are not limited to -

   1. Institute of Chartered Accountants in England and Wales.

   2. Association of Chartered Certified Accountants (United Kingdom).

   3. Institute of Chartered Accountants in Ireland.

   4. Institute of Certified Public Accountants in Ireland.

   5. Institute of Chartered Accountants in Scotland.

   6. Institute of Chartered Accountants in Australia.

   7. Institute of Certified Public Accountants in Singapore.

   8. Hong Kong Institute of Certified Public Accountants.

   9. South African Institute of Chartered Accountants.

   10. American Institute of Certified Public Accountants.

   11. Canadian Institute of Chartered Accountants.

   12. The Institute of Chartered Accountants of India.

   13. Seychelles Association of Chartered Accountants.

   14. Any other accountancy body recognized by the Seychelles Financial Services Authority under prevailing securities or collective investment scheme laws, or otherwise approved in writing.

Art. 4 Professional Body Membership

1. The appointed auditor must be a member of a professional body that -

   1. Regulates the membership and conduct of its members.

   2. Demonstrates experience or capacity to audit listed companies in compliance with the financial reporting standard chosen by the issuer.

2. If such a professional body does not exist in the jurisdiction, the auditor must demonstrate their capacity in accordance with Art. 5.

III. EXCEPTIONS AND APPROVAL

Art. 5 Alternative Demonstration of Capacity

If an auditor is not a member of a recognized professional body under Art. 3, they must demonstrate their capacity to audit listed companies to the satisfaction of the Listing Committee. This includes:

1. Experience in auditing companies to the financial reporting standard chosen by the issuer.

2. Evidence of qualifications and expertise equivalent to those required under Art. 3 and Art. 4.

IV. SANCTIONS

Art. 6 Non-Compliance

MERJ Regulation may impose sanctions on listed companies or auditors who fail to comply with the provisions of this Directive, as per the corresponding provisions of the Listing Rules.

V. FINAL PROVISIONS

Art. 7 Entry Into Force

This Directive shall enter into force on 1 March 2025.