Companies (Single Member Private Limited Companies) Regulations (Northern Ireland) 1992

Citation, commencement and interpretation

1.—(1) These Regulations may be cited as the Companies (Single Member Private Limited Companies) Regulations (Northern Ireland) 1992 and shall come into operation on 19th October 1992.

(2) In these Regulations—

“the 1986 Order” means the Companies (Northern Ireland) Order 1986(1), and

“the Insolvency Order” means the Insolvency (Northern Ireland) Order 1989(2).

(3) The Interpretation Act (Northern Ireland) 1954(3) shall apply to these Regulations as it applies to a Measure of the Northern Ireland Assembly.

Single member private companies limited by shares or by guarantee

2.—(1) Notwithstanding any statutory provision or rule of law to the contrary, a private company limited by shares or by guarantee within the meaning of Article 12 of the 1986 Order may be formed by one person (insofar as permitted by that Article as amended by these Regulations) and may have one member; and accordingly—

(a) any statutory provision or rule of law which applies in relation to a private company limited by shares or by guarantee shall, in the absence of any express provision to the contrary, apply with such modification as may be necessary in relation to such a company which is formed by one person or which has only one person as a member as it does in relation to such a company which is formed by two or more persons or which has two or more persons as members; and

(b) without prejudice to the generality of the foregoing, the 1986 Order and the Insolvency Order shall have effect with the amendments specified in the Schedule.

(2) In this regulation “statutory provision” has the meaning assigned to it by section 1(f) of the Interpretation Act (Northern Ireland) 1954.

Transitional provision

3.  A person who, before the coming into operation of these Regulations, is liable by virtue of Article 34 of the 1986 Order for the payment of the debts of a private company limited by shares or by guarantee, shall not be so liable for the payment of the company’s debts contracted on or after the day on which these Regulations come into operation.

Sealed with the Official Seal of the Department of Economic Development on 21st September 1992.

L.S.

R. Gamble

Assistant Secretary