Part 39

Companies: minor amendments

Removal of special provisions about accounts and audit of charitable companies
1175. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Power of Secretary of State to bring civil proceedings on company's behalf
1176
1
Section 438 of the Companies Act 1985 (power of Secretary of State to bring civil proceedings on company's behalf) shall cease to have effect.
2
In section 439 of that Act (expenses of investigating company's affairs)—
a
in subsection (2) omit “, or is ordered to pay the whole or any part of the costs of proceedings brought under section 438,”;
b
omit subsections (3) and (7) (which relate to section 438);
c
in subsection (8)—
i
for “subsections (2) and (3)” substitute “ subsection (2) ”, and
ii
omit “; and any such liability imposed by subsection (2) is (subject as mentioned above) a liability also to indemnify all persons against liability under subsection (3)”.
3
In section 453(1A) of that Act (investigation of overseas companies: provisions not applicable), omit paragraph (b) (which relates to section 438).
4
Nothing in this section affects proceedings brought under section 438 before the commencement of this section.

Repeal of certain provisions about company directors
1177
The following provisions of Part 10 of the Companies Act 1985 shall cease to have effect—
- section 311 (prohibition on tax-free payments to directors);
- sections 323 and 327 (prohibition on directors dealing in share options);
- sections 324 to 326 and 328 to 329, and Parts 2 to 4 of Schedule 13 (register of directors' interests);
- sections 343 and 344 (special procedure for disclosure by banks).

Repeal of requirement that certain companies publish periodical statement
1178
The following provisions shall cease to have effect—
- section 720 of the Companies Act 1985 (c. 6) (certain companies to publish periodical statement), and
- Schedule 23 to that Act (form of statement under section 720).

Repeal of requirement that Secretary of State prepare annual report
1179
Section 729 of the Companies Act 1985 (annual report to Parliament by Secretary of State on matters within the Companies Acts) shall cease to have effect.

Repeal of certain provisions about company charges
1180
Part 4 of the Companies Act 1989 (c. 40)
(registration of company charges), which has not been brought into force, is repealed.

Access to constitutional documents of RTE and RTM companies
1181
1
The Secretary of State may by order—
a
amend Chapter 1 of Part 1 of the Leasehold Reform, Housing and Urban Development Act 1993 (c. 28) for the purpose of facilitating access to the provisions of the articles or any other constitutional document of RTE companies;
b
amend Chapter 1 of Part 2 of the Commonhold and Leasehold Reform Act 2002 (c. 15) (leasehold reform) for the purpose of facilitating access to the provisions of the articles or any other constitutional document of RTM companies.
2
References in subsection (1) to provisions of a company's articles or any other constitutional document include any provisions included in those documents by virtue of any enactment.
3
An order under this section is subject to negative resolution procedure.
4
In this section—
- “RTE companies” has the same meaning as in Chapter 1 of Part 1 of the Leasehold Reform, Housing and Urban Development Act 1993;
- “RTM companies” has the same meaning as in Chapter 1 of Part 2 of the Commonhold and Leasehold Reform Act 2002.
S. 1181 wholly in force at 1.10.2009; s. 1181 not in force at Royal Assent, see s. 1300; s. 1181 in force for specified purposes at 20.1.2007 by S.I. 2006/3428, art. 3(3) (subject to art. 5, Sch. 1 and with arts. 6, 8, Sch. 5); s. 1181 otherwise in force at 1.10.2009 by S.I. 2008/2860, art. 3(v) (with arts. 5, 7, 8, Sch. 2) (as amended by S.I. 2009/1802, art. 18)
S. 1178 wholly in force at 6.4.2007, see s. 1300 and S.I. 2006/3428, art. 4(1)(d) (subject to art. 5, Sch. 1 and with arts. 6, 8, Sch. 5)
S. 1177 wholly in force at 6.4.2007, see s. 1300 and S.I. 2006/3428, art. 4(1)(c) (subject to art. 5, Sch. 1 and with arts. 6, 8, Sch. 5)
S. 1179 wholly in force at 6.4.2007, see s. 1300 and S.I. 2006/3428, art. 4(1)(e) (subject to art. 5, Sch. 1 and with arts. 6, 8, Sch. 5)
S. 1176 wholly in force at 6.4.2007, see s. 1300 and S.I. 2006/3428, art. 4(1)(b) (subject to art. 5, Sch. 1 and with arts. 6, 8, Sch. 5)
Pts. 1-39 (except for Pt. 7 and ss. 662-669), 45-47 extended (12.5.2011) by The Companies Act 2006 (Consequential Amendments and Transitional Provisions) Order 2011 (S.I. 2011/1265), art. 5(1), Sch. 1 para. 2
Pts. 1-39 modified (31.12.2020) by Regulation (EC) No. 2157/2001, Art. AAA1(3) (as inserted by The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 (S.I. 2018/1298), regs. 1, 97 (with regs. 140-145) (as amended by S.I. 2020/523, regs. 1(2), 5(a)-(f)); 2020 c. 1, Sch. 5 para. 1(1))
S. 1175 omitted (26.5.2015) by virtue of Deregulation Act 2015 (c. 20), s. 115(3)(r), Sch. 23 para. 1