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| Page 94, line 15 [Clause 204], leave out ‘in connection with the matter’ and insert |
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| ‘under any transaction connected with the thing done’. |
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| Page 94, line 33 [Clause 204], at end insert— |
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| | ‘section 674(3) or (4) (power of court to grant relief in case of acquisition |
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| | of shares by innocent nominee), or’. |
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| Page 94, line 35 [Clause 204], leave out from ‘conduct)’ to end of line 37. |
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| Page 94, line 40 [Clause 205], leave out ‘198’ and insert ‘(Loans to directors: |
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| requirement of members’ approval), (Quasi-loans to directors: requirement of members’ |
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| approval), (Loans or quasi-loans to persons connected with directors: requirement of |
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| Page 95, line 2 [Clause 205], after ‘company’ insert ‘or an associated company’. |
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| Page 95, line 5 [Clause 206], leave out ‘198’ and insert ‘(Loans to directors: |
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| requirement of members’ approval), (Quasi-loans to directors: requirement of members’ |
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| approval) or (Loans or quasi-loans to persons connected with directors: requirement of |
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| Page 95, line 28 [Clause 207], leave out ‘198’ and insert ‘(Loans to directors: |
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| requirement of members’ approval), (Quasi-loans to directors: requirement of members’ |
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| approval) or (Loans or quasi-loans to persons connected with directors: requirement of |
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| Page 95, line 39 [Clause 208], leave out ‘198’ and insert ‘(Loans to directors: |
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| requirement of members’ approval), (Quasi-loans to directors: requirement of members’ |
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| approval) or (Loans or quasi-loans to persons connected with directors: requirement of |
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| Page 96, line 26 [Clause 209], leave out ‘198’ and insert ‘(Loans to directors: |
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| requirement of members’ approval), (Quasi-loans to directors: requirement of members’ |
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| approval), (Loans or quasi-loans to persons connected with directors: requirement of |
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| Page 97, line 8 [Clause 210], leave out ‘198’ and insert ‘(Loans to directors: |
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| requirement of members’ approval), (Quasi-loans to directors: requirement of members’ |
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| approval), (Loans or quasi-loans to persons connected with directors: requirement of |
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| members’ approval) and 199’. |
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| Page 97, line 34 [Clause 211], leave out ‘198’ and insert ‘(Loans to directors: |
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| requirement of members’ approval), (Quasi-loans to directors: requirement of members’ |
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| approval), (Loans or quasi-loans to persons connected with directors: requirement of |
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| members’ approval) and 199’. |
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| Page 98, line 3 [Clause 212], leave out ‘198’ and insert ‘(Loans to directors: |
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| requirement of members’ approval), (Quasi-loans to directors: requirement of members’ |
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| approval), (Loans or quasi-loans to persons connected with directors: requirement of |
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| Page 98, line 24 [Clause 212], leave out ‘198’ and insert ‘(Loans to directors: |
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| requirement of members’ approval), (Quasi-loans to directors: requirement of members’ |
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| Page 98, line 34 [Clause 212], leave out ‘198’ and insert ‘(Loans or quasi-loans to |
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| persons connected with directors: requirement of members’ approval)’. |
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| Page 99, line 3 [Clause 213], leave out ‘198’ and insert ‘(Loans to directors: |
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| requirement of members’ approval), (Quasi-loans to directors: requirement of members’ |
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| approval), (Loans or quasi-loans to persons connected with directors: requirement of |
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| Page 99, line 5 [Clause 213], leave out paragraphs (a) and (b) and insert— |
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| | ‘(a) | in the case of a contravention of the requirement for a resolution of the |
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| | members of the company, by a resolution of the members of the |
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| | |
| | (b) | in the case of a contravention of the requirement for a resolution of the |
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| | members of the company’s holding company, by a resolution of the |
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| | members of the holding company,’. |
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| Page 100, line 39 [Clause 216], leave out subsection (4) and insert— |
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| | ‘(4) | No approval is required under this section on the part of the members of a body |
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| | |
| | (a) | is not a UK-registered company, or |
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| | (b) | is a wholly-owned subsidiary of another body corporate.’. |
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| Page 101, line 23 [Clause 217], leave out subsection (4) and insert— |
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| | ‘(4) | No approval is required under this section on the part of the members of a body |
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| | |
| | (a) | is not a UK-registered company, or |
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| | (b) | is a wholly-owned subsidiary of another body corporate.’. |
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| Page 102, line 14 [Clause 218], leave out ‘430E of the Companies Act 1985 (c. 6)’ |
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| Page 102, line 26 [Clause 218], leave out subsection (6) and insert— |
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| | ‘(6) | No approval is required under this section on the part of shareholders in a body |
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| | |
| | (a) | is not a UK-registered company, or |
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| | (b) | is a wholly-owned subsidiary of another body corporate.’. |
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| Page 104, line 26, leave out Clause 223. |
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| Page 105, line 11 [Clause 226], leave out ‘Company Law Reform’ and insert |
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| Page 105, line 22 [Clause 226], leave out ‘198’ and insert ‘(Loans to directors: |
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| requirement of members’ approval), (Quasi-loans to directors: requirement of members’ |
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| approval) or (Loans or quasi-loans to persons connected with directors: requirement of |
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| Page 105, line 34 [Clause 226], leave out ‘Company Law Reform’ and insert |
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| Page 106, line 23 [Clause 228], leave out from end to end of line 27 and insert ‘, or |
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| | (b) | a place specified in regulations under section (Regulations about where |
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| | certain company records to be kept available for inspection).’. |
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| Page 108, line 28 [Clause 232], at end insert— |
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| | ‘(5) | This section does not apply to a provision made by a company (“Company A”) in |
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| | respect of a director of an associated company of Company A if the associated |
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| | company is a wholly owned subsidiary of Company A.’. |
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| Page 109, line 28 [Clause 234], at end insert— |
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| | ‘section 674(3) or (4) (power of court to grant relief in case of acquisition |
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| | of shares by innocent nominee), or’. |
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| Page 109, line 30 [Clause 234], leave out from ‘conduct)’ to end of line 32. |
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| Page 111, line 11 [Clause 237], leave out from end to end of line 15 and insert ‘, or |
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| | (b) | a place specified in regulations under section (Regulations about where |
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| | certain company records to be kept available for inspection).’. |
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| Page 112 [Clause 239], leave out lines 17 to 19 and insert ‘must be made by resolution |
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| of the members of the company’. |
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| Page 112, line 20 [Clause 239], leave out subsections (3) and (4). |
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| Page 112, line 20 [Clause 239], leave out from second ‘resolution’ to ‘an’ in line |
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| 21 and insert ‘the director (if a member of the company) is not’. |
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| Page 113, line 32 [Clause 242], leave out from ‘information’ to end of line 34. |
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| Page 113, line 34 [Clause 242], at end insert— |
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| | ‘(2A) | Subsection (2)(b) does not apply to material if it contains an address which the |
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| | registrar has made unavailable for inspection under regulations made under |
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| Page 114, line 11 [Clause 243], at end insert— |
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| | ‘(3A) | The Secretary of State may make provision by regulations requiring the registrar, |
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| | on application, to refrain from disclosing protected information relating to a |
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| | director to a credit reference agency. |
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| | (3B) | Regulations under subsection (3A) may make provision as to— |
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| | (a) | who may make an application, |
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| | (b) | the grounds on which an application may be made, |
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| | (c) | the information to be included in and documents to accompany an |
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| | |
| | (d) | how an application is to be determined. |
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| | (3C) | Provision under subsection (3B)(d) may in particular— |
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| | (a) | confer a discretion on the registrar; |
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| | (b) | provide for a question to be referred to a person other than the registrar |
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| | for the purposes of determining the application.’. |
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| Page 116, line 27 [Clause 247], leave out subsection (5). |
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| Page 120, line 17 [Clause 256], leave out from ‘Part’ to end of line 19 and insert |
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| | (a) | bodies corporate are associated if one is a subsidiary of the other or both |
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| | are subsidiaries of the same body corporate, and |
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| | (b) | companies are associated if one is a subsidiary of the other or both are |
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| | subsidiaries of the same body corporate.’. |
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| Page 120, line 17 [Clause 256], leave out from ‘Part’ to end of line 18 and insert |
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| ‘an associated company, in relation to a company (“C”), means a company which is C’s |
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| subsidiary, or C’s holding company, or a subsidiary of C’s holding company.’. |
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| AMENDMENTS RELATING TO PART 11 |
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| Page 121, line 17 [Clause 260], leave out ‘459 of the Companies Act 1985 (c. 6)’ |
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| Page 121, line 21 [Clause 260], leave out ‘or proposed’. |
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| Page 121, line 24 [Clause 260], leave out ‘or another person (or both)’. |
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