Amendments proposed to the Company Law Reform Bill [Lords] - continued | House of Commons |
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Overseas branch registers
Margaret Hodge NC6 To move the following Clause:'(1) A company having a share capital may, if it transacts business in a country or territory to which this Chapter applies, cause to be kept there a branch register of members resident there (an "overseas branch register"). (2) This Chapter applies to
(3) The Secretary of State may make provision by regulations as to the circumstances in which a company is to be regarded as keeping a register in a particular country or territory. (4) Regulations under this section are subject to negative resolution procedure. (5) References
Notice of opening of overseas branch register
Margaret Hodge NC7 To move the following Clause:'(1) A company that begins to keep an overseas branch register must give notice to the registrar within 14 days of doing so, stating the country or territory in which the register is kept. (2) If default is made in complying with subsection (1), an offence is committed by
Keeping of overseas branch register
Margaret Hodge NC8 To move the following Clause:'(1) An overseas branch register is regarded as part of the company's register of members ("the main register"). (2) The Secretary of State may make provision by regulations modifying any provision of Chapter 2 (register of members) as it applies in relation to an overseas branch register. (3) Regulations under this section are subject to negative resolution procedure. (4) Subject to the provisions of this Act, a company may by its articles make such provision as it thinks fit as to the keeping of overseas branch registers.'.
Register or duplicate to be kept available for inspection in UK
Margaret Hodge NC9 To move the following Clause:'(1) A company that keeps an overseas branch register must keep available for inspection
(2) Any such duplicate is treated for all purposes of this Act as part of the main register. (3) If default is made in complying with subsection (1), an offence is committed by
Transactions in shares registered in overseas branch register
Margaret Hodge NC10 To move the following Clause:'(1) Shares registered in an overseas branch register must be distinguished from those registered in the main register. (2) No transaction with respect to shares registered in an overseas branch register may be registered in any other register. (3) An instrument of transfer of a share registered in an overseas branch register
Jurisdiction of local courts
Margaret Hodge NC11 To move the following Clause:'(1) A competent court in a country or territory where an overseas branch register is kept may exercise the same jurisdiction as is exercisable by a court in the United Kingdom
(3) This section extends only to those countries and territories to which paragraph 3 of Schedule 14 to the Companies Act 1985 (c.6) (which made similar provision) extended immediately before the coming into force of this Chapter.'.
Discontinuance of overseas branch register
Margaret Hodge NC12 To move the following Clause:'(1) A company may discontinue an overseas branch register. (2) If it does so all the entries in that register must be transferred
(4) If default is made in complying with subsection (3), an offence is committed by
UK branch registers of overseas companies
Margaret Hodge NC13 To move the following Clause:'(1) This section applies where, by virtue of the law in force in a country or territory to which this section applies, companies incorporated under that law have power to keep in the United Kingdom branch registers of their members resident in the United Kingdom. (2) Her Majesty may by Order in Council direct that
(3) The countries and territories to which this section applies are
Authorised signatories
Margaret Hodge NC14 To move the following Clause:'(1) The following are authorised signatories in relation to a company
(3) The signature of any such person on behalf of the company is effective notwithstanding that it is afterwards discovered
Appointment of authorised signatories
Margaret Hodge NC15 To move the following Clause:'(1) A company may appoint one or more authorised signatories. (2) This is in addition to its directors and, in the case of a public company, its secretary (or joint secretaries). (3) A person so appointed must be an individual. (4) An appointment under this section must comply with section (Minimum age for appointment as authorised signatory) (minimum age for appointment as authorised signatory).'.
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