|
| |
| |
(2) | In Schedule 22 to the Companies Act 1985 (c. 6) (provisions of that Act |
| |
applying to unregistered companies), at the appropriate place insert— |
| |
| | | | In relation to the company |
| | | | | | | referred to in section 428(8), to |
| | | | | | | apply only if the company has |
| | 5 | | | | | voting shares (within the |
| | | | | | | meaning given by section 430H) |
| | | | | | | | | | | | | | | | |
|
| 10 |
| |
676 | Powers of Secretary of State to give directions to inspectors |
| |
(1) | In Part 14 of the Companies Act 1985 (investigation of companies and their |
| |
affairs), after section 446 insert— |
| |
“Powers of Secretary of State to give directions to inspectors |
| 15 |
446A | General powers to give directions |
| |
(1) | In exercising his functions an inspector shall comply with any direction |
| |
given to him by the Secretary of State under this section. |
| |
(2) | The Secretary of State may give an inspector appointed under section |
| |
431, 432(2) or 442(1) a direction— |
| 20 |
(a) | as to the subject matter of his investigation (whether by |
| |
reference to a specified area of a company’s operation, a |
| |
specified transaction, a period of time or otherwise), or |
| |
(b) | which requires the inspector to take or not to take a specified |
| |
step in his investigation. |
| 25 |
(3) | The Secretary of State may give an inspector appointed under any |
| |
provision of this Part a direction requiring him to secure that a specified |
| |
report under section 437— |
| |
(a) | includes the inspector’s views on a specified matter, |
| |
(b) | does not include any reference to a specified matter, |
| 30 |
(c) | is made in a specified form or manner, or |
| |
(d) | is made by a specified date. |
| |
(4) | A direction under this section— |
| |
(a) | may be given on an inspector’s appointment, |
| |
(b) | may vary or revoke a direction previously given, and |
| 35 |
(c) | may be given at the request of an inspector. |
| |
| |
(a) | a reference to an inspector’s investigation includes any |
| |
investigation he undertakes, or could undertake, under section |
| |
433(1) (power to investigate affairs of holding company or |
| 40 |
| |
| |
| |
|
| |
| |
(b) | “specified” means specified in a direction under this section. |
| |
446B | Direction to terminate investigation |
| |
(1) | The Secretary of State may direct an inspector to take no further steps |
| |
| |
(2) | The Secretary of State may give a direction under this section to an |
| 5 |
inspector appointed under section 432(1) or 442(3) only on the grounds |
| |
that it appears to him that— |
| |
(a) | matters have come to light in the course of the inspector’s |
| |
investigation which suggest that a criminal offence has been |
| |
| 10 |
(b) | those matters have been referred to the appropriate prosecuting |
| |
| |
(3) | Where the Secretary of State gives a direction under this section, any |
| |
direction already given to the inspector under section 437(1) to produce |
| |
an interim report, and any direction given to him under section 446A(3) |
| 15 |
in relation to such a report, shall cease to have effect. |
| |
(4) | Where the Secretary of State gives a direction under this section, the |
| |
inspector shall not make a final report to the Secretary of State unless— |
| |
(a) | the direction was made on the grounds mentioned in subsection |
| |
(2) and the Secretary of State directs the inspector to make a |
| 20 |
| |
(b) | the inspector was appointed under section 432(1) (appointment |
| |
in pursuance of order of the court). |
| |
(5) | An inspector shall comply with any direction given to him under this |
| |
| 25 |
(6) | In this section, a reference to an inspector’s investigation includes any |
| |
investigation he undertakes, or could undertake, under section 433(1) |
| |
(power to investigate affairs of holding company or subsidiary).”. |
| |
(2) | In section 431 of that Act (inspectors’ powers during investigation) in |
| |
subsection (1) for “report on them in such manner as he may direct” substitute |
| 30 |
“report the result of their investigations to him”. |
| |
(3) | In section 432 of that Act (other company investigations) in subsection (1) for |
| |
“report on them in such manner as he directs” substitute “report the result of |
| |
their investigations to him”. |
| |
(4) | In section 437 of that Act (inspectors’ reports)— |
| 35 |
(a) | in subsection (1) omit the second sentence, and |
| |
(b) | subsections (1B) and (1C) shall cease to have effect. |
| |
(5) | In section 442 of that Act (power to investigate company ownership), omit |
| |
| |
677 | Resignation, removal and replacement of inspectors |
| 40 |
After section 446B of the Companies Act 1985 (c. 6) (inserted by section 676 |
| |
| |
| |
|
| |
| |
| |
“Resignation, removal and replacement of inspectors |
| |
446C | Resignation and revocation of appointment |
| |
(1) | An inspector may resign by notice in writing to the Secretary of State. |
| |
(2) | The Secretary of State may revoke the appointment of an inspector by |
| 5 |
notice in writing to the inspector. |
| |
446D | Appointment of replacement inspectors |
| |
| |
(a) | an inspector resigns, |
| |
(b) | an inspector’s appointment is revoked, or |
| 10 |
| |
| the Secretary of State may appoint one or more competent inspectors to |
| |
continue the investigation. |
| |
(2) | An appointment under subsection (1) shall be treated for the purposes |
| |
of this Part (apart from this section) as an appointment under the |
| 15 |
provision of this Part under which the former inspector was appointed. |
| |
(3) | The Secretary of State must exercise his power under subsection (1) so |
| |
as to secure that at least one inspector continues the investigation. |
| |
(4) | Subsection (3) does not apply if— |
| |
(a) | the Secretary of State could give any replacement inspector a |
| 20 |
direction under section 446B (termination of investigation), and |
| |
(b) | such a direction would (under subsection (4) of that section) |
| |
result in a final report not being made. |
| |
(5) | In this section, references to an investigation include any investigation |
| |
the former inspector conducted under section 433(1) (power to |
| 25 |
investigate affairs of holding company or subsidiary).”. |
| |
678 | Power to obtain information from former inspectors etc |
| |
(1) | After section 446D of the Companies Act 1985 (c. 6) (inserted by section 677 |
| |
| |
“Power to obtain information from former inspectors etc |
| 30 |
446E | Obtaining information from former inspectors etc |
| |
(1) | This section applies to a person who was appointed as an inspector |
| |
| |
| |
(b) | whose appointment has been revoked. |
| 35 |
(2) | This section also applies to an inspector to whom the Secretary of State |
| |
has given a direction under section 446B (termination of investigation). |
| |
(3) | The Secretary of State may direct a person to whom this section applies |
| |
to produce documents obtained or generated by that person during the |
| |
course of his investigation to— |
| 40 |
| |
| |
|
| |
| |
(a) | the Secretary of State, or |
| |
(b) | an inspector appointed under this Part. |
| |
(4) | The power under subsection (3) to require production of a document |
| |
includes power, in the case of a document not in hard copy form, to |
| |
require the production of a copy of the document— |
| 5 |
(a) | in hard copy form, or |
| |
(b) | in a form from which a hard copy can be readily obtained. |
| |
(5) | The Secretary of State may take copies of or extracts from a document |
| |
produced in pursuance of this section. |
| |
(6) | The Secretary of State may direct a person to whom this section applies |
| 10 |
to inform him of any matters that came to that person’s knowledge as |
| |
a result of his investigation. |
| |
(7) | A person shall comply with any direction given to him under this |
| |
| |
| 15 |
(a) | references to the investigation of a former inspector or inspector |
| |
include any investigation he conducted under section 433(1) |
| |
(power to investigate affairs of holding company or subsidiary), |
| |
| |
(b) | “document” includes information recorded in any form.”. |
| 20 |
(2) | In section 451A of that Act (disclosure of information by Secretary of State or |
| |
inspector), in subsection (1)(a) for “446” substitute “446E”. |
| |
(3) | In section 452(1) of that Act (privileged information) for “446” substitute |
| |
| |
679 | Power to require production of documents |
| 25 |
(1) | In section 434 of the Companies Act 1985 (production of documents and |
| |
evidence to inspectors), for subsection (6) substitute— |
| |
“(6) | In this section “document” includes information recorded in any form. |
| |
(7) | The power under this section to require production of a document |
| |
includes power, in the case of a document not in hard copy form, to |
| 30 |
require the production of a copy of the document— |
| |
(a) | in hard copy form, or |
| |
(b) | in a form from which a hard copy can be readily obtained. |
| |
(8) | An inspector may take copies of or extracts from a document produced |
| |
in pursuance of this section.”. |
| 35 |
(2) | In section 447 of the Companies Act 1985 (power of Secretary of State to require |
| |
documents and information), for subsection (9) substitute— |
| |
“(9) | The power under this section to require production of a document |
| |
includes power, in the case of a document not in hard copy form, to |
| |
require the production of a copy of the document— |
| 40 |
(a) | in hard copy form, or |
| |
(b) | in a form from which a hard copy can be readily obtained.”. |
| |
| |
| |
|
