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Housing and Regeneration Act 2008

Section 214 - Companies: change of articles

631.This section broadly replicates the effect of paragraph 11 of Schedule 1 to the 1996 Act. It applies only to registered companies.

632.Subsection (2) provides that an amendment of the company’s articles of association requires consent if it alters the company’s objects, provides about the distribution of assets to members, or enables the company to become or cease to be a subsidiary or associate of another body.

633.Subsection (3) provides that an amendment of the articles of association which requires consent is effective only if the regulator has first given consent in writing.

634.Subsection (4)prohibits the regulator from permitting any changes to the constitution of a registered provider which is a company which the regulator believes would turn it into a profit-making organisation.

635.Subsection (5) provides that the company must notify the regulator of an amendment of the articles of association which does not require consent, or a change to its name or registered office.

636.Subsection (6) provides that, in relation to an amendment which requires consent, the requirement to send copies of resolutions to the registrar of companies under section 30 of the Companies Act 2006 is only satisfied if it is accompanied by a copy of the regulator's consent under subsection (3). Failure to comply with the requirement to send copies of resolutions under section 30 of the Companies Act 2006 is an offence.

637.Subsection (7) gives the Secretary of State power, by order, to amend the list in subsection (2).

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