Has your engagement letter stated who you will liaise with here?
Technically, the accounts are sent to the directors for approval and signature here. As your client only has two directors, this means that both directors must approve the accounts. Once the two directors sign the accounts the accounts are then send back to yourself to put in your auditor’s report or accountants report.
Once the accounts are signed/approved there is a requirement under Section 341 CA for the Directors to lay before the company in general meeting (not later than 9 months after the financial year end date) copies of—
(a) the statutory financial statements of the company for the financial year,#
(b) the directors’ report, including any group directors’ report, for the financial year,
(c) the statutory auditors’ report on those financial statements and that directors’ report.
Section 176 CA deals with the requirement to hold an AGM and we can go into this in more detail if you require this. The wife can report the Company to the ODCE as the non-holding of an AGM (unless it has been dispensed with) is a category 3 offence (note however she will be telling on herself as she is also a director of the Company).
Therefore, as you can see, the spouse is legally entitled to see these accounts (this is in addition to her right as a director as she is just as much in control of the Company as the husband here). For any decisions to be made, the directors must vote, and the vote must be passed by a majority or if there is only an even number by all of the directors (unless the Constitution says otherwise).
As the spouse is a director she has a right to inspect the books and records and has to actually approve the financial statements and if there are only two directors, then she is the person that will also have to signed these financial statements (as is made clear in Section 324 CA 2014).
If you are sending financial statements out to both directors (if the engagement letter does not state who the point of contact is), it is important that you state that you have purely assisted in preparing these financial statements based on the financial information and explanations provided to you in line with the provisions of ES-PASE (Ethical Standards for Small Entities – if this is applicable) and do not represent the audited financial statements. For this reason you will see that there is no auditors report included because these are the financial statements prepared by the directors. As we have not completed our audit, no audit opinion can be issued on these financial statements at this time.
You need to review the engagement letter first and see what it says as number one here is to protect yourself against any complaints should they be submitted by either party.