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back to previous amendments
| 40 | Insert the following new Clause— |
| (1) | Regulations under this section shall require a Commonhold Community Statement to make provision about how it can be amended. |
| (2) | Such provision shall be supplementary to the form prescribed in Schedule "Commonhold Community Statement"." |
| | The Lord Kingsland gives notice of his intention to oppose the Question that Clause 31 stand part of the Bill. |
| | The Lord Kingsland gives notice of his intention to oppose the Question that Clause 32 stand part of the Bill. |
| | THE LORD GOODHART
THE BARONESS HAMWEE |
| 41 | Page 15, line 24, at beginning insert "Subject to section "Limited liability partnerships"," |
| 42 | Page 15, line 24, leave out "is" and insert "shall be" |
| 43 | Page 15, line 24, leave out "guarantee" and insert "shares" |
| 44 | Page 15, line 26, leave out "that an" and insert "the principal" |
| 45 | Page 15, line 29, leave out paragraph (b) |
| 46 | Page 15, line 30, at end insert— |
| "( ) | The memorandum and articles of association of a commonhold association shall take the form set out in Schedule "Memorandum and Articles of a Commonhold Association"." |
| 47 | Page 15, line 31, after "makes" insert "further" |
| 48 | Page 15, line 31, leave out subsection (2) and insert— |
| "(2) | The following provisions of the Companies Act 1985 (c. 6) shall not apply to a commonhold association— |
| (a) | sections 2(7) and 3 (memorandum), and |
| (b) | section 8 (articles of association). |
| (3) | The memorandum of association of a commonhold association shall be in the form set out in Part 1 of Schedule 3 hereto or as near thereto as circumstances admit. |
| (4) | No application may be made under paragraph 3(2) to Schedule 3 for the registration of a memorandum altered by special resolution in accordance with section 4(1) of the Companies Act 1985 (objects) unless— |
| (a) | the period during which an application for cancellation of the alteration may be made under section 5(1) of that Act has expired without an application being made, or |
| (b) | any application made under that section has been withdrawn or the alteration has been confirmed by the court under that section. |
| (5) | A commonhold association may adopt all or any of the regulations contained in Part 2 of Schedule 3 hereto and if articles are not registered or, if articles are registered, insofar as those articles do not exclude or modify the regulations contained in that part of the Schedule or are inconsistent with those regulations then those regulations shall be the regulations of the company. |
| (6) | A commonhold association shall file with the Registrar byelaws (the "commonhold community statement") providing for— |
| (a) | the rights and duties of the commonhold association, and |
| (b) | the rights and duties of the unit-holders. |
| (7) | In subsection (6)(a) and (b) "duties" include, in particular, a duty— |
| (e) | to refrain from entering into transactions of a specified kind in relation to a commonhold unit; |
| (f) | to refrain from using the whole or part of a commonhold unit for a specified purpose or for anything other than a specified purpose; |
| (g) | to refrain from undertaking works (including alterations) of a specified kind; |
| (h) | to refrain from causing nuisance or annoyance; |
| (i) | to refrain from specified behaviour; |
| (j) | to indemnify the commonhold association or a unit-holder in respect of costs arising from the breach of a statutory requirement. |
| (8) | A duty conferred by a community statement on a commonhold association or a unit-holder shall not require any other formality. |
| (9) | Provision made by a community statement shall be of no effect to the extent that it is inconsistent with the memorandum or articles of association of the commonhold association. |
| (10) | A commonhold association may amend— |
| (a) | its memorandum of association; |
| (b) | its articles of association; |
| (c) | its community statement, |
| | at any time, and shall file a copy of the document as amended with the Registrar. |
| (11) | The foregoing provisions of this section shall apply to the articles of association and community statement as they do to the unamended articles of association and community statement. |
| (12) | During the period beginning with incorporation of a commonhold association and ending when land specified in its memorandum becomes commonhold land, the subscribers (or subscriber) to the memorandum shall be the sole members (or member) of the association. |
| (13) | During a transitional period— |
| (a) | the subscribers (or subscriber) to the memorandum shall continue to be members (or member) of the association; and |
| (b) | a person who for the time being is the developer in respect of all or part of the commonhold is entitled to be entered in the register of members of the association. |
| (14) | A commonhold association may not be a member of itself. |
| (15) | A person who is entitled to be entered in the register of members of a commonhold association becomes a member when the company registers him in pursuance of its duty under section 352 of the Companies Act 1985 (c. 6) (duty to maintain register of members)." |
| 49 | Insert the following new Clause— |
| (1) | Regulations may make provision about the performance by a commonhold association of its duty under section 352 of the Companies Act 1985 (c. 6) (duty to maintain register of members) where a person— |
| (a) | becomes entitled to be entered in the register by virtue of paragraphs 5 to 8, or |
| (b) | ceases to be a member by virtue of paragraph 12 or on resignation. |
| (2) | The regulations may in particular require entries in the register to be made within a specified period. |
| (3) | A period specified under subsection (2) may be expressed to begin from— |
| (a) | the date of a notification under section 15(3), |
| (b) | the date on which the directors of the commonhold association first become aware of a specified matter, or |
| (4) | A requirement by virtue of this section shall be treated as a requirement of section 352 for the purposes of section 352(5) (fines). |
| (5) | Regulations may provide— |
| (a) | that the Name by which a commonhold association is registered under the Companies Act 1985 (c. 6) must satisfy specified requirements; and |
| (b) | that the name by which a company other than a commonhold association is registered may not include a specified word or expression." |
| | THE LORD GOODHART
THE BARONESS HAMWEE |
| 50 | Insert the following new Clause— |
| | "Limited liability partnerships |
| (1) | The Secretary of State may by order direct that, as an alternative to being a private company limited by guarantee, a commonhold association may be a limited liability partnership if an agreement between its members states that an object of the limited liability partnership is to exercise the functions of a commonhold association in relation to specified commonhold land. |
| (2) | Regulations may make modifications to this Part in relation to commonhold associations which are limited liability partnerships." |
| 51 | Page 89, line 3, leave out from beginning to end of line 13 on page 90 |
| 52 | Page 15, line 34, after "powers" insert "so far as possible" |
| 53 | Page 15, line 35, leave out "so far as possible" |
| 54 | Page 15, line 41, after "of" insert "the Articles of Association," |
| 55 | Page 16, line 3, leave out paragraph (a) |
| 56 | Page 16, line 11, leave out subsection (4) |
| 57 | Page 16, line 17, after "member" insert "who is entitled under the Articles of Association and the commonhold community statement to vote at a meeting convened to consider such a resolution," |
| 58 | Page 16, line 26, at end insert— |
| "(5) | A resolution is passed if a majority of the votes cast are in favour of the resolution. |
| (6) | A resolution is passed by a special majority if three-fourths of the votes cast are in favour of the resolution." |
| 59 | Page 16, line 35, leave out "may" and insert "shall" |
| 60 | Page 17, line 3, leave out paragraph (g) |
| 61 | Page 17, line 7, leave out paragraph (i) |
| 62 | Page 17, line 8, at end insert— |
| "(j) | enabling a tenant to offset any payments made to the association against any monies owing to the unit-holder as landlord." |
| 63 | Page 17, line 13, at end insert— |
| "(c) | provision for charging the interest of a unit-holder who is in breach of any such duty to secure payment of any compensation or costs and interest thereon which he is liable to pay in respect of that breach of duty; |
| (d) | provision for the payment of costs." |
| 64 | Page 17, line 19, after "to" insert "prepare an annual statement of projected expenses which the association might reasonably expect to incur and to" |
| 65 | Page 17, line 24, at end insert— |
| "(ba) | enabling the directors to add to their estimate any sum which a unit-holder was previously required to pay under this section, but which remains unpaid despite all reasonable efforts by the directors to enforce payment," |
| 66 | Page 17, line 25, leave out from "the" to "is" in line 26 and insert "method by which the calculation of the proportion of the estimate of the expenses of the commonhold association" |
| 67 | Page 17, line 26, at end insert "but permitting the directors not to allocate any part of a sum added under paragraph (ba) to the unit to which it was previously allocated but unpaid" |
| 68 | Page 17, line 28, leave out "percentage" and insert "proportion" |
| 69 | Page 17, line 31, at end insert ", and |
| (f) | for the re-calculation of the proportion of the estimate of the expenses of the commonhold association, such provision to take effect in the event that there is any change in the number of units." |
| 70 | Page 17, line 33, leave out paragraph (a) |
| 71 | Page 17, line 35, leave out from "specify" to end of line 36 and insert "that a unit's proportion of the estimate of the expenses of the commonhold association is zero" |
| 72 | Page 17, line 36, at end insert— |
| "(3) | Payment of any sum allocated to a unit under this section shall be secured on that unit in priority to all other sums secured on it. |
| (4) | The Registrar shall note the effect of this section on the register relating to each unit." |
| | THE LORD WILLIAMS OF ELVEL
THE EARL OF CAITHNESS |
| 73 | Page 17, line 45, at end insert "owned by the commonhold association" |
| 74 | Page 18, line 6, leave out "percentage" and insert "method by which the calculation of the proportion" |
| 75 | Page 18, line 9, leave out "percentage" and insert "proportion" |
| 76 | Page 18, line 13, at end insert— |
| "(e) | as to the payment of interest on any late payment of such a levy, and |
| (f) | for the re-calculation of the proportion of any levy, such provision to take effect in the event that there is any change in the number of units." |
| 77 | Page 18, line 14, leave out "(2)(c)" and insert "(2)(b)" |
| 78 | Page 18, line 15, leave out paragraph (a) |
| 79 | Page 18, line 17, leave out from "specify" to end of line 18 and insert "that a unit proportion of any levy is zero" |
| 80 | Page 18, line 18, at end insert— |
| "(3A) | The assets of a fund established and maintained by virtue of this section shall be treated as monies reserved for future expenditure. |
| (3B) | Any sums paid into a fund established and maintained by virtue of this section by a unit-holder, and any investments representing those sums, shall (together with any income accruing thereon) be held by the commonhold association on trust either as a single fund, or, if the commonhold association deems appropriate, as two or more separate funds. |
| (3C) | The commonhold association shall hold any trust fund— |
| (a) | on trust to defray costs incurred in connection with the matters for which the relevant contributions were payable (whether incurred by the commonhold association itself or by another person), and |
| (b) | subject to that, on trust for the persons who are the contributing unit-holders for the time being. |
| (3D) | Subject to subsections (3F) and (3G), the contributing unit-holders shall be treated as entitled by virtue of subsection (3C)(b) to such shares in the residue of any such fund as are proportionate to their respective liabilities to pay a proportion of the levy set under subsection (2). |
| (3E) | If the Secretary of State by order so provides, any sums standing to the credit of any trust fund may, instead of being invested in any other manner authorised by law, be invested in such manner as may be specified in the order; and any such order may contain such incidental, supplemental or transitional provisions as the Secretary of State considers appropriate in connection with the order. |
| (3F) | On the transfer of a commonhold unit, the unit-holder shall not be entitled to any part of any trust fund, and any part of such trust fund which is attributable to relevant contributions paid in accordance with this section shall accordingly continue to be held on the trusts referred to in subsection (3C). |
| (3G) | Any trust fund established under this section shall be exempt from any tax in respect of contributions made to it by the unit holders, whether (apart from this provision) a liability to tax may be imposed on the commonhold association or the contributing unit holder." |
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