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| Thursday 19th October 2006 |
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| Company Law Reform Bill [Lords]
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| NEW CLAUSE RELATING TO PART 44 |
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| | Duty to provide information about exercise of voting rights |
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| To move the following Clause:— |
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| | ‘Institutions to which section 1241 applies shall publicise on their website, in |
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| | relation to each opportunity that they have to exercise voting rights attached to |
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| | shares to which that section applies, whether or not they have exercised such |
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| AMENDMENTS RELATING TO PART 44 |
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| Page 603, line 22, leave out Clauses 1241 to 1244. |
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| | Negatived on division 435 |
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| Page 604, line 4 [Clause 1241], at end insert— |
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| | ‘(7) | Regulations under this section shall be subject to public consultation prior to |
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| | publication, and shall be the subject of a cost benefit analysis.’. |
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| Page 606, line 10 [Clause 1245], after ‘Kingdom’ insert ‘or elsewhere’. |
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| Page 606, line 10 [Clause 1245], after ‘Kingdom’, insert ‘or, if such proceedings |
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| relate only to intellectual property rights, in any jurisdiction’. |
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| Page 606, line 35 [Clause 1245], leave out ‘annulment in pursuance of a resolution |
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| of either’ and insert ‘affirmative resolution of each’. |
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| Page 606, line 36 [Clause 1245], at end insert ‘and after prior public consultation |
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| on the terms of a draft statutory instrument’. |
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| AMENDMENTS RELATING TO CLAUSES 521 TO 523 |
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| | Negatived on division 439 |
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| Page 251, line 28 [Clause 521], leave out ‘knowingly or recklessly’ and insert |
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| ‘dishonestly or fraudulently’. |
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| Page 251, line 32 [Clause 521], leave out ‘knowingly or recklessly’ and insert |
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| ‘dishonestly or fraudulently’. |
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| NEW CLAUSE RELATING TO PART 17 |
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| | Circulation of liability limitation agreement |
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| To move the following Clause:— |
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| | ‘A proposal for a liability limitation agreement must be circulated to all the |
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| | parties entitled to receive company accounts in accordance with section 429.’. |
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| AMENDMENTS RELATING TO CLAUSES 483 TO 520 AND 524 TO 553 |
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| Page 233, line 10 [Clause 483], at end insert ‘or’. |
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| Page 233, line 11 [Clause 483], leave out from ‘companies)’ to end of line 13. |
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| Page 233, line 35 [Clause 484], leave out ‘holding’ and insert ‘representing’. |
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| Page 234, line 10 [Clause 485], leave out subsection (3). |
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| Page 234, line 14 [Clause 485], leave out ‘figures for turnover or gross income’ |
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| and insert ‘figure for turnover’. |
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| Page 234, line 20 [Clause 485], leave out paragraph (c). |
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| Page 234, line 34 [Clause 486], leave out sub-paragraph (i) and insert— |
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| | ‘(i) | is an authorised insurance company, a banking company, an e- |
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| | money issuer, an ISD investment firm or a UCITS management |
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| Page 234, line 37 [Clause 486], leave out sub-paragraph (iii). |
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| Page 235, line 12 [Clause 487], leave out from beginning to ‘not’ in line 19. |
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| Page 235, line 37 [Clause 487], after ‘(2)’ insert ‘and (3)’. |
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| Page 235, line 40 [Clause 487], at end insert ‘; and |
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| | (e) | a company may meet any relevant requirement on the basis of either the |
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| | gross or the net figure.’. |
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| Page 236, line 24 [Clause 489], leave out paragraph (a) and insert— |
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| | ‘(a) | is an authorised insurance company, a banking company, an e-money |
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| | issuer, an ISD investment firm or a UCITS management company, or’. |
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| Page 236, line 28, leave out Clause 490. |
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| Page 237, line 22, leave out Clause 491. |
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| Page 237, line 40, leave out Clause 492. |
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| Page 238, line 39, leave out Clause 493. |
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| Page 239, line 5, leave out Clause 494. |
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| Page 239, line 13, leave out Clause 495. |
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| Page 240, line 28 [Clause 498], after ‘Chapter’ insert ‘or section 553 (minor |
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| definitions) so far as applying to this Chapter’. |
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| Page 242, line 35 [Clause 502], leave out ‘who hold’ and insert ‘representing’. |
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| Page 243, line 22 [Clause 503], at end insert— |
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| | ‘(4A) | Wit the exception of the audit fee, an auditor or auditors of a public company must |
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| | not be a party to any transaction in the financial statements.’. |
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| Page 244, line 7 [Clause 505], at end insert ‘, and |
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| | (c) | they serve a maximum of five consecutive years’. |
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| Page 246, line 17 [Clause 509], at end insert— |
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| | ‘(2A) | The auditor’s report must be accompanied by a statement stating the regulatory |
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| | action, if any, taken against the firm or any member of the audit team during the |
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| | preceding five years, together with the outcomes.’. |
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| Page 256, line 41 [Clause 531], leave out from ‘fine’ to end of line 42. |
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| Page 261, line 41 [Clause 539], at end insert— |
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| | | ‘“supervisory body” has the same meaning as in Part 42 (statutory |
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| | auditors) (see section 1181).’. |
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| Page 262, line 33 [Clause 541], at end insert— |
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| | | ‘See also section 153 (exercise of rights where shares held on behalf of others).’. |
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| Page 264, line 36 [Clause 546], leave out from ‘proceedings)’ to end of line 37. |
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| Page 265, line 12, leave out Clauses 548 to 552. |
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| Page 265, line 33 [Clause 549], at end insert ‘, and |
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| | (c) | shall not specify a sum of money as a cap or absolute upper limit on the |
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| Page 266, line 24 [Clause 550], leave out subsection (4). |
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