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Companies Act 1989

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Section 130(7).

SCHEDULE 17E+W+S+N.I. Company Contracts, Seals, &c.: Further Provisions

Execution of deeds abroadE+W+S+N.I.

1(1)Section 38 of the M1Companies Act 1985 (execution of deeds abroad) is amended as follows.E+W+S+N.I.

(2). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . F1

(3)For subsection (2) (effect of deed executed by attorney) substitute—

(2)A deed executed by such an attorney on behalf of the company has the same effect as if it were executed under the company’s common seal..

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Annotations are used to give authority for changes and other effects on the legislation you are viewing and to convey editorial information. They appear at the foot of the relevant provision or under the associated heading. Annotations are categorised by annotation type, such as F-notes for textual amendments and I-notes for commencement information (a full list can be found in the Editorial Practice Guide). Each annotation is identified by a sequential reference number. For F-notes, M-notes and X-notes, the number also appears in bold superscript at the relevant location in the text. All annotations contain links to the affecting legislation.

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Official seal for use abroadE+W+S+N.I.

2(1)Section 39 of the Companies Act 1985 (power to have official seal for use abroad) is amended as follows.E+W+S+N.I.

(2)In subsection (1), after “A company” insert “which has a common seal” and for “the common seal of the company” substitute “its common seal”.

(3)For subsection (2) (effect of sealing with official seal) substitute—

(2)The official seal when duly affixed to a document has the same effect as the company’s common seal..

(4). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . F2

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Annotations are used to give authority for changes and other effects on the legislation you are viewing and to convey editorial information. They appear at the foot of the relevant provision or under the associated heading. Annotations are categorised by annotation type, such as F-notes for textual amendments and I-notes for commencement information (a full list can be found in the Editorial Practice Guide). Each annotation is identified by a sequential reference number. For F-notes, M-notes and X-notes, the number also appears in bold superscript at the relevant location in the text. All annotations contain links to the affecting legislation.

Amendments (Textual)

Official seal for share certificates, &c.E+W+S+N.I.

3(1)Section 40 of the M2Companies Act 1985 (official seal for share certificates, &c.) is amended as follows.E+W+S+N.I.

(2)After “A company” insert “which has a common seal” and for “the company’s common seal” substitute “its common seal”.

(3)At the end add—

The official seal when duly affixed to a document has the same effect as the company’s common seal..

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Marginal Citations

Authentication of documentsE+W+S+N.I.

4F3. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .E+W+S+N.I.

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Amendments (Textual)

Share certificate as evidence of titleE+W+S+N.I.

5F4. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .E+W+S+N.I.

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Amendments (Textual)

Share warrants to bearerE+W+S+N.I.

6F5. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .E+W+S+N.I.

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Annotations are used to give authority for changes and other effects on the legislation you are viewing and to convey editorial information. They appear at the foot of the relevant provision or under the associated heading. Annotations are categorised by annotation type, such as F-notes for textual amendments and I-notes for commencement information (a full list can be found in the Editorial Practice Guide). Each annotation is identified by a sequential reference number. For F-notes, M-notes and X-notes, the number also appears in bold superscript at the relevant location in the text. All annotations contain links to the affecting legislation.

Amendments (Textual)

Identification of company on common sealE+W+S+N.I.

7In section 350 of the M3Companies Act 1985 (identification of company on company seal), for subsection (1) substitute—E+W+S+N.I.

(1)A company which has a common seal shall have its name engraved in legible characters on the seal; and if it fails to comply with this subsection it is liable to a fine..

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Annotations are used to give authority for changes and other effects on the legislation you are viewing and to convey editorial information. They appear at the foot of the relevant provision or under the associated heading. Annotations are categorised by annotation type, such as F-notes for textual amendments and I-notes for commencement information (a full list can be found in the Editorial Practice Guide). Each annotation is identified by a sequential reference number. For F-notes, M-notes and X-notes, the number also appears in bold superscript at the relevant location in the text. All annotations contain links to the affecting legislation.

Marginal Citations

Floating charges under Scots lawE+W+S+N.I.

8. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . F6E+W+S+N.I.

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Annotations are used to give authority for changes and other effects on the legislation you are viewing and to convey editorial information. They appear at the foot of the relevant provision or under the associated heading. Annotations are categorised by annotation type, such as F-notes for textual amendments and I-notes for commencement information (a full list can be found in the Editorial Practice Guide). Each annotation is identified by a sequential reference number. For F-notes, M-notes and X-notes, the number also appears in bold superscript at the relevant location in the text. All annotations contain links to the affecting legislation.

Amendments (Textual)

9In section 466(2) of the Companies Act 1985 (execution of instrument altering floating charge)—E+W+S+N.I.

(a)at the beginning of the subsection insert “Without prejudice to any enactment or rule of law regarding the execution of documents,”;

(b)omit paragraph (a);

(c)at the end of paragraph (b) insert “; or”, and

(d)omit paragraph (d) and the word “or” preceding it.

10. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . F7E+W+S+N.I.

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Annotations are used to give authority for changes and other effects on the legislation you are viewing and to convey editorial information. They appear at the foot of the relevant provision or under the associated heading. Annotations are categorised by annotation type, such as F-notes for textual amendments and I-notes for commencement information (a full list can be found in the Editorial Practice Guide). Each annotation is identified by a sequential reference number. For F-notes, M-notes and X-notes, the number also appears in bold superscript at the relevant location in the text. All annotations contain links to the affecting legislation.

Amendments (Textual)

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