Companies Act 1985

Changes over time for: Section 449

Version Superseded: 30/04/2001

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Point in time view as at 22/12/2000. This version of this provision has been superseded.

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449 Provision for security of information obtained. U.K.

(1)No information or document relating to a [F1company] which has been obtained under section 447 . . . F2 shall, without the previous consent in writing of that [F1company], be published or disclosed, except to a competent authority, unless the publication or disclosure is required—

[F3(a)with a view to the institution of or otherwise for the purposes of criminal proceedings;]

[F4(ba)with a view to the institution of, or otherwise for the purposes of, any proceedings on an application under [F5section 6, 7 or 8 of the Company Directors Disqualification Act 1986],]

[F6(c)for the purposes of enabling or assisting any inspector appointed under this Part, or under section 94 or 177 of the Financial Services Act 1986, to discharge his functions;]

[F7(cc)for the purpose of enabling or assisting any person authorised to exercise powers [F8or appointed under section 43A or 44] of the Insurance Companies Act 1982, section 447 of this Act, section 106 of the Financial Services Act 1986 or section 84 of the Companies Act 1989 to discharge his functions;]

[F9(d)for the purpose of enabling or assisting the [F10Secretary of State or the Treasury to exercise any of their functions] under this Act, the [F11insider dealing legislation], [F12the Prevention of Fraud (Investments) Act M11958], the Insurance Companies Act M21982, the Insolvency Act M31986, the Company Directors Disqualification Act M41986 [F13, the Financial Services Act 1986 or Part II, III or VII of the Companies Act 1989,].]

[F9(dd)for the purpose of enabling or assisting the Department of Economic Development for Northern Ireland to exercise any powers conferred on it by the enactments relating to companies or insolvency or for the purpose of enabling or assisting any inspector appointed by it under the enactments relating to companies to discharge his functions]

[F14(de)for the purpose of enabling or assisting the Chief Registrar of friendly societies or the Assistant Registrar of friendly societies for Scotland to discharge his functions under the enactments relating to friendly societies;

(df)for the purpose of enabling or assisting the Friendly Societies Commission to discharge its functions under the Financial Services Act 1986.]

[F15(dg)for the purpose of enabling or assisting the Occupational Pensions Regulatory Authority to discharge their functions under the Pension Schemes Act 1993 or the Pensions Act 1995 or any enactment in force in Northern Ireland corresponding to either of them,]

(e). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

[F16(f)for the purpose of enabling or assisting the Bank of England to discharge its functions,

F16(fa)for the purpose of enabling or assisting the Financial Services Authority to discharge—

(i)any functions under the M5Financial Services Act 1986, other than as a designated agency within the meaning of that Act,

(ii)its functions under the M6Banking Act 1987, or

(iii)its functions under section 171 of the M7Companies Act 1989,]

(g)for the purpose of enabling or assisting the Deposit Protection Board to discharge its functions under that Act,

(h)for any purpose mentioned in section 180(1)(b), (e), (h), [F17or (n)] of the Financial Services Act 1986,

[F18(hh)for the purpose of enabling or assisting a body established by order under section 46 of the Companies Act 1989 to discharge its functions under Part II of that Act, or of enabling or assisting a recognised supervisory or qualifying body within the meaning of that Part to discharge its functions as such;]

(i)for the purpose of enabling or assisting the Industrial Assurance Commissioner or the Industrial Assurance Commissioner for Northern Ireland to discharge his functions under the enactments relating to industrial assurance,

(j)for the purpose of enabling or assisting the Insurance Brokers Registration Council to discharge its functions under the Insurance Brokers (Registration) Act M81977,

(k)for the purpose of enabling or assisting an official receiver to discharge his functions under the enactments relating to insolvency or for the purpose of enabling or assisting a body which is for the time being a recognised professional body for the purposes of section 391 of the Insolvency Act 1986 to discharge its functions as such,

(l)with a view to the institution of, or otherwise for the purposes of, any disciplinary proceedings relating to the exercise by a solicitor, auditor, accountant, valuer or actuary of his professional duties,

[F19(ll)with a view to the institution of, or otherwise for the purposes of, any disciplinary proceedings relating to the discharge by a public servant of his duties;]

[F20(m)for the purpose of enabling or assisting an overseas regulatory authority to exercise its regulatory functions.]

[F21[F22(1A)In subsection (1)—

(a)in paragraph (ll) “public servant” means an officer or servant of the Crown or of any public or other authority for the time being designated for the purposes of that paragraph by the Secretary of State by order made by statutory instrument; and

(b)in paragraph (m) “overseas regulatory authority” and “regulatory functions” have the same meaning as in section 82 of the Companies Act 1989.]

(1B)Subject to subsection (1C), subsection (1) shall not preclude publication or disclosure for the purpose of enabling or assisting any public or other authority for the time being [F23designated for the purposes of this subsection] by the Secretary of State by an order in a statutory instrument to discharge any functions which are specified in the order.

(1C)An order under subsection (1B) designating an authority for the purpose of that subsection may—

(a)impose conditions subject to which the publication or disclosure of any information or document is permitted by that subsection; and

(b)otherwise restrict the circumstances in which that subsection permits publication or disclosure.

(1D)Subsection (1) shall not preclude the publication or disclosure of any such information as is mentioned in section 180(5) of the Financial Services Act 1986 by any person who by virtue of that section is not precluded by section 179 of that Act from disclosing it.]

(2)A person who publishes or discloses any information or document in contravention of this section is guilty of an offence and liable to imprisonment or a fine, or both.

[F24Sections 732 (restriction on prosecutions), 733 (liability of individuals for corporate default) and 734 (criminal proceedings against unincorporated bodies) apply to this offence.]

[F25[F26(3)For the purposes of this section each of the following is a competent authority—

(a)the Secretary of State,

(b)an inspector appointed under this Part or under section 94 or 177 of the Financial Services Act 1986,

(c)any person authorised to exercise powers under section 44 of the Insurance Companies Act 1982, section 447 of this Act, section 106 of the Financial Services Act 1986 or section 84 of the Companies Act 1989,

(d)the Department of Economic Development in Northern Ireland,

(e)the Treasury,

(f)the Bank of England,

(g)the Lord Advocate,

(h)the Director of Public Prosecutions, and the Director of Public Prosecutions for Northern Ireland,

[F27(ha)the Financial Services Authority, other than in its capacity as a designated agency within the meaning of the Financial Services Act 1986,]

(i)any designated agency or transferee body within the meaning of the Financial Services Act 1986, and any body administering a scheme under section 54 of or paragraph 18 of Schedule 11 to that Act (schemes for compensation of investors),

(j)the Chief Registrar of friendly societies F28. . .,

[F29(jj)the Friendly Societies Commission]

(k)the Industrial Assurance Commissioner [F30and the Industrial Assurance Commissioner for Northern Ireland],

(l)any constable,

(m)any procurator fiscal.

[F31(n)the Scottish Ministers.]

(3A)Any information which may by virtue of this section be disclosed to a competent authority may be disclosed to any officer or servant of the authority.]]

[F25(4)A statutory instrument containing an order under [F32subsection (1A)(a) or (1B)] is subject to annulment in pursuance of a resolution of either House of Parliament.]

Textual Amendments

F1The word “company” substituted (21.2.1990 to the extent mentioned in S.I. 1990/142, art. 4, otherwise 25.4.1991) for the word “body” by Companies Act 1989 (c. 40, SIF 27), s. 65(2)(a); S.I. 1990/142, art. 4; S.I. 1991/878, art. 2, Sch.

F2Words repealed by Companies Act 1989 (c. 40, SIF 27), ss. 212, 213(2), Sch. 24

F3S. 449(1)(a) substituted for s. 449(1)(a)(b) by Financial Services Act 1986 (c. 60, SIF 69), s. 182, Sch. 13 para. 9(1)(a)

F4S. 449(1)(ba) inserted by Insolvency Act 1985 (c. 65, SIF 27), s. 109, Sch. 6 para. 4

F5Words substituted by Insolvency Act 1986 (c. 45, SIF 66), s. 439(1), Sch. 13 Pt. I

F6S. 449(1)(c) substituted (21.2.1990 to the extent mentioned in S.I. 1990/142, art. 4 otherwise 25.4.1991) by Companies Act 1989 (c. 40, SIF 27), s. 65(2)(b); S.I. 1990/142, art. 4; S.I. 1991/878, art. 2, Sch.

F7S. 449(1)(cc) inserted (21.2.1990 to the extent mentioned in S.I. 1990/142, art. 4 otherwise 25.4.1991) by Companies Act 1989 (c. 40, SIF 27), s. 65(2)(c); S.I. 1990/142, art. 4; S.I. 1991/878, art. 2, Sch.

F8Words in s. 449(1)(cc) substituted (1.7.1994) by S.I. 1994/1696, reg. 68, Sch. 8 Pt. I para. 9(2)

F9S. 449(1)(d)(dd) substituted for para. (d) by Financial Services Act 1986 (c. 60, SIF 69), s. 182, Sch. 13 para. 9(1)(b)

F10Words in s. 449(1)(d) substituted (7.7.1992) by S.I. 1992/1315, art. 10(1), Sch. 4 para. 1

F11Words in s. 449(1)(d) substituted (1.3.1994) by 1993 c. 36, s. art.3(2), 79(13), Sch. 5 para. 4(2); S.I. 1994/242, art. 3(2)

F12Words repealed (29.4.1988 to the extent mentioned in S.I. 1988/740, art. 2, Sch. otherwiseprosp.) by Financial Services Act 1986 (c. 60, SIF 69), ss. 211, 212(3), Sch. 17 Pt. I

F13Words “, the” to “Act 1989,” substituted (21.2.1990 to the extent mentioned in S.I. 1990/142, art. 4 and otherwise 25.4.1991) for the words “or the” to “1986” by Companies Act 1989 (c. 40, SIF 27), s. 65(2)(d); S.I. 1990/142, art. 4; S.I. 1991/878, art. 2, Sch.

F14S. 449(1)(de)(df) inserted (1.2.1993) by Friendly Societies Act 1992 (c. 40), s. 120(1), Sch. 21 Pt. I para. 7(1) (with ss. 7(5), 93(4)); S.I. 1993/16, art. 2, Sch. 3

F15S. 449(1)(dg) inserted (6.4.1997) by 1995 c. 26, s. 122, Sch. 3 para. 12 (with s. 121(5)); S.I. 1997/664, art. 2, Sch. 1 Pt. II

F16S. 449(1): paragraphs (f)(fa) substituted (1.6.1998) for paragraph (f) by 1998 c. 11, s. 23, Sch. 5 Pt. IV Ch. II para. 62(2); S.I. 1998/1120, art. 2

F17Words “or (n)” substituted (21.2.1990 to the extent mentioned in S.I. 1990/142, art. 4 otherwise 25.4.1991) for the words “(n) or (p)” by Companies Act 1989 (c. 40, SIF 27), s. 65(2)(f); S.I. 1990/142, art. 4; S.I. 1991/878, art. 2, Sch.

F18Para. (hh) inserted (21.2.1990 to the extent mentioned in S.I. 1990/142, art. 4, 25.4.1991 to the extent mentioned in S.I. 1991/878, art. 2, Sch and otherwiseprosp.) by Companies Act 1989 (c. 40, SIF 27), ss. 65(2)(g), 215(2); S.I. 1990/142, art. 4; S.I. 1991/878, art. 2, Sch.

F19Para. (ll) inserted (21.2.1990 to the extent mentioned in S.I. 1990/142, art. 4 otherwise 25.4.1991) by Companies Act 1989 (c. 40, SIF 27), s. 65(2)(h); S.I. 1990/142, art. 4; S.I. 1991/878, art. 2, Sch.

F20Para. (m) ending with words “regulatory functions” substituted (21.2.1990 to the extent mentioned in S.I. 1990/142, art. 4 otherwise 25.4.1991) for para. (m) ending with the words “supervisory functions” by Companies Act 1989 (c. 40, SIF 27), s. 62(2)(i); S.I. 1990/142, art. 4; S.I. 1991/878, art. 2, Sch.