[F1Minimum membership for carrying on businessN.I.
34 .F2—[F3(1)] If a company[F4, other than a private company limited by shares or by guarantee,] carries on business without having at least two members and does so for more than 6 months, a person who, for the whole or any part of the period that it so carries on business after those 6 months—
(a)is a member of the company, and
(b)knows that it is carrying on business with only one member,
is liable (jointly and severally with the company) for the payment of the company's debts contracted during the period or, as the case may be, that part of it.
[F3(2) For the purposes of this Article references to a member of a company do not include the company itself where it is such a member only by virtue of its holding shares as treasury shares.]]
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F11990 NI 10
F2mod. by SR 2004/307
F3SR 2004/275
F4SR 1992/405