Statutory Instruments
Companies
Made
1st April 2008
Coming into force in accordance with article 2
The Secretary of State makes the following Order in exercise of the powers conferred by sections 1292, 1294 and 1296 of the Companies Act 2006(1).
In accordance with sections 1290 and 1294(6) of that Act, a draft of this instrument was laid before Parliament and approved by a resolution of each House of Parliament.
1. This Order may be cited as the Companies Act 2006 (Consequential Amendments etc) Order 2008.
2.—(1) The provisions of this Order come into force as follows.
(2) Articles 1 to 3 and 5 to 12 and Schedules 1 and 2 come into force on 6th April 2008.
(3) Article 4 and Schedules 3 and 4 come into force on 1st October 2008.
3.—(1) Schedule 1 to this Order contains amendments coming into force on 6th April 2008—
(a) Part 1 contains amendments about eligibility for appointment as auditor and related matters;
(b) Part 2 contains other amendments.
(2) Schedule 2 to this Order contains repeals and revocations coming into force on that date.
4.—(1) Schedule 3 to this Order contains amendments coming into force on 1st October 2008.
(2) Schedule 4 to this Order contains repeals and revocations coming into force on that date.
5.—(1) Section 1216 of the Companies Act 2006 (effect of appointing partnership) applies in relation to any statutory appointment where eligibility for the appointment depends on eligibility for appointment as a statutory auditor under Part 42 of that Act.
(2) In subsection (6)(b) of that section as it applies by virtue of this article, the reference to being prohibited by virtue of section 1214(1) of that Act from acting as statutory auditor shall be read as including a reference to being prohibited or disqualified from acting, or ineligible or disqualified for appointment, on the ground of lack of independence (of any description) by virtue of any other enactment applying in relation to the appointment.
(3) For the purposes of this article a “statutory appointment” means an appointment in pursuance of an enactment authorising or requiring the making of the appointment.
(4) This article applies only where that enactment was passed or made before 6th April 2008.
6.—(1) The following provisions have effect in relation to any amendment made by this Order.
(2) Any reference to the Companies Act 2006, the provisions of that Act or any particular provision of that Act includes any provision made under that Act or, as the case may be, the provision referred to.
(3) Any provision of the Companies Act 2006 referred to in the amendment has effect for the purposes of the amendment although not yet brought into force generally.
(4) Where by virtue of any transitional provision a provision of the Companies Act 2006 has effect only—
(a) on or after a specified date, or
(b) in relation to matters occurring or arising on or after a specified date,
any amendment substituting or inserting a reference to that provision has effect correspondingly.
(5) Without prejudice to the generality of paragraph (4), the provisions of paragraph 35 of Schedule 4 to the Companies Act 2006 (Commencement No. 5, Transitional Provisions and Savings) Order 2007(2) apply in any case where the effect of an amendment made by this Order is that the lawfulness of a distribution depends on Part 23 of the Companies Act 2006, or any provision of that Part, applying in relation to accounts for financial years beginning before 6th April 2008.
7.—(1) The repeal of provisions of section 36A of the Companies Act 1985(3) (execution of documents) does not affect the operation of that section as applied by the Foreign Companies (Execution of Documents) Regulations 1994(4).
(2) That section as so applied does not apply to companies registered in Northern Ireland to which section 44 of the Companies Act 2006 applies.
8.—(1) The repeal of provisions of Article 46A of the Companies (Northern Ireland) Order 1986(5) (execution of documents) does not affect the operation of that Article—
(a) in relation to a liquidator of a company(6), or
(b) as applied by the Foreign Companies (Execution of Documents) Regulations (Northern Ireland) 2003(7).
(2) That Article as so applied does not apply to companies registered in Great Britain to which section 44 of the Companies Act 2006 applies.
9.—(1) The repeal of paragraphs 88 and 89 of Schedule 4 to the Companies Act 1985 (accounting definitions) does not affect the operation of those provisions for the purposes of section 152(2) or 172(2)(b)(i) of that Act.
(2) The repeal of paragraphs 87 and 88 of Schedule 4 to the Companies (Northern Ireland) Order 1986 (accounting definitions) does not affect the operation of those provisions for the purposes of Article 162(2) or 182(2)(b)(i) of that Order.
10. The repeal of section 50 of the Companies Act 1989(8) or Article 52 of the Companies (Northern Ireland) Order 1990(9) (appointment etc of auditors: power to make consequential amendments) does not affect any amendments made by regulations under that section(10) or Article(11) that are in force immediately before 6th April 2008.
11. Nothing in this Order affects any provision of the Companies Act 1985 or the Companies (Northern Ireland) Order 1986 as applied by the Limited Liability Partnerships Regulations 2001(12) or the Limited Liability Partnerships Regulations (Northern Ireland) 2004(13) to limited liability partnerships.
12. The amendments, revocations and repeals made by this Order do not affect the operation of section 1297 of the Companies Act 2006 (continuity of the law).
Gareth Thomas
Parliamentary Under Secretary of State for Trade and Consumer Affairs,
Department for Business, Enterprise and Regulatory Reform
1st April 2008
Article 3(1)
1. In the following provisions(14), for “company auditor under section 25 of the Companies Act 1989” substitute “statutory auditor under Part 42 of the Companies Act 2006”—
(a) section 7(2A) of the Industrial Organisation and Development Act 1947(15) (accounts of development councils);
(b) paragraph 66 of the British Wool Marketing Scheme 1950 (accounts of Wool Marketing Board)(16);
(c) section 24(2) of the Transport Act 1962(17) (accounts of transport boards);
(d) section 13(2) of the Hairdressers (Registration) Act 1964(18) (accounts of Hairdressers Registration Council);
(e) section 21(5)(b) of the Cereals Marketing Act 1965(19) (accounts of Home-Grown Cereals Authority);
(f) paragraph 13 of Schedule 1 to the Teaching Council (Scotland) Act 1965(20) (accounts of Teaching Council);
(g) section 12(2) of the Universities (Scotland) Act 1966(21) (accounts of universities);
(h) section 19(3) of the Agriculture Act 1967(22) (accounts of Meat and Livestock Commission);
(i) section 39(3) of the New Towns (Scotland) Act 1968(23) (accounts of development corporation);
(j) section 7(1) of the Friendly and Industrial and Provident Societies Act 1968(24) (qualified auditors);
(k) section 14(2) of the Transport Act 1968(25) (accounts of passenger transport executive), as it has effect in Scotland and Northern Ireland;
(l) paragraph 19(2) of Schedule 4 to the Hallmarking Act 1973(26) (accounts of British Hallmarking Council);
(m) section 97(7)(a) of the Local Government (Scotland) Act 1973(27) (appointment by Accounts Commission for Scotland);
(n) section 36(1) of the Friendly Societies Act 1974(28) (qualified auditors);
(o) paragraph 12(2) of Schedule 1 to the Farriers (Registration) Act 1975(29) (accounts of Farriers Registration Council);
(p) paragraph 14 of the Schedule to the Theatres Trust Act 1976(30) (accounts of Theatres Trust);
(q) section 17(8) of the Aircraft and Shipbuilding Industries Act 1977(31) (accounts of British Shipbuilders);
(r) article 10(3) of the Sheffield Assay Office Order 1978(32) (accounts of the Guardians of the Standard of Wrought Plate within the Town of Sheffield);
(s) section 22(6) of the Crown Agents Act 1979(33) as applied by paragraph 20 of Schedule 5 to that Act (accounts of Crown Agents Holding and Realisation Board);
(t) article 12(3) of the Edinburgh Assay Office Order 1979(34) (accounts of the Incorporation of Goldsmiths of the City of Edinburgh);
(u) section 111(3) of the Education (Scotland) Act 1980(35) (accounts of educational endowments);
(v) paragraph 11(2) of Schedule 31 to the Local Government, Planning and Land Act 1980(36) (accounts of urban development corporations);
(w) section 10(2) of the Licensing (Alcohol Education and Research) Act 1981(37) (accounts of liquidator and of Alcohol Education and Research Council);
(x) section 68(2) of the New Towns Act 1981(38) (accounts of Commission for New Towns);
(y) section 8(2) of the Industrial Training Act 1982(39) (accounts of industrial training boards);
(z) section 15(2)(a) of the Civil Aviation Act 1982(40) (accounts of Civil Aviation Authority);
(aa) section 9(2) of the Duchy of Cornwall Management Act 1982(41) (accounts of the Duchy of Cornwall);
(bb) section 5(5) of the Agricultural Marketing Act 1983(42) (accounts of Food from Britain);
(cc) paragraph 12(6)(a) of Schedule 3 to the National Heritage Act 1983(43) (accounts of the Historic Buildings and Monuments Commission for England);
(dd) paragraph 18(3) of Schedule 1 to the Medical Act 1983(44) (accounts of the General Medical Council);
(ee) section 4(2) of the Ports (Finance) Act 1985(45) (accounts of certain harbour authorities);
(ff) in the Administration of Justice Act 1985(46)—
(i) section 22(4) (accounts kept by licensed conveyancers);
(ii) paragraph 11(2) of Schedule 3 (accounts kept by the Council of Licensed Conveyancers);
(gg) paragraph 9(5) of Schedule 3 to the Oil and Pipelines Act 1985(47) (accounts of the Oil and Pipelines Agency);
(hh) section 51(2) of the Housing Act 1985(48) (service charges: certification of information about costs);
(ii) section 97(6) of the Housing Associations Act 1985(49) (accounts of Housing Corporation);
(jj) section 28(2) of the Landlord and Tenant Act 1985(50) (service charges: certification of information about costs);
(kk) in the Education Reform Act 1988(51)—
(i) section 124B(6)(a)(52) (accounts of higher and further education corporations);
(ii) paragraph 18(5)(a) of Schedule 7(53) (accounts of higher education corporations);
(ll) paragraph 11(2) of Schedule 8 to the Housing Act 1988(54)) (accounts of Housing Action Trusts);
(mm) section 32(3) of the Opticians Act 1989(55) (accounts of General Optical Council);
(nn) article 10(3) of the Birmingham Assay Office Order 1989(56) (accounts of the Guardians of the Standard of Wrought Plate in Birmingham);
(oo) paragraph 9(4) of Schedule 5 to the Courts and Legal Services Act 1990(57) (accounts of the Authorised Conveyancing Practitioners Board);
(pp) in the Broadcasting Act 1990(58)—
(i) paragraph 12(3) of Schedule 3 (accounts of Channel Four Television Corporation);
(ii) paragraph 12(3) of Schedule 6 (accounts of Welsh Authority);
(iii) paragraph 11(3) of Schedule 19 (accounts of Gaelic Media Service);
(qq) in the Trade Union and Labour Relations (Consolidation) Act 1992(59)—
(i) section 30(4) (access to accounting records of trade union);
(ii) section 34(1) (eligibility for appointment as auditor of trade union);
(rr) section 69(1) of the Charities Act 1993(60) (investigation of charity accounts);
(ss) section 46(2)(a) of the Environment Act 1995(61) (accounts of Environment Agency);
(tt) regulation 60(1)(b)(iv) of the Financial Services and Markets Act 2000 (Regulated Activities) Order 2001(62) (conditions for excluded funeral plan contracts);
(uu) section 14(4)(a) of the Public Audit (Wales) Act 2004(63) (accounts of local government bodies in Wales);
(vv) paragraph 14(2)(a) of Schedule 8 to the Government of Wales Act 2006(64) (Auditor General for Wales).
2. In the following provisions(65), for “company auditor under Article 28 of the Companies (Northern Ireland) Order 1990” substitute “statutory auditor under Part 42 of the Companies Act 2006”—
(a) section 10(1) of the Pig Production Development Act (Northern Ireland) 1964(66) (accounts of Pig Production Development Fund);
(b) section 41(1) of the Industrial and Provident Societies Act (Northern Ireland) 1969(67) (accounts of industrial and provident societies);
(c) Article 20(3) of the Legal Aid, Advice and Assistance (Northern Ireland) Order 1981(68) (accounts of legal aid fund);
(d) Article 46(1) of the Credit Unions (Northern Ireland) Order 1985(69) (accounts of credit unions);
(e) the definition of “qualified accountant” in Article 2(2) of the Betting, Gaming, Lotteries and Amusements (Northern Ireland) Order 1985(70);
(f) Article 10(2) of the Horse Racing (Northern Ireland) Order 1990(71) (accounts of Governor and Freemen of the Corporation of Horse Breeders, in the County of Down and of the Downpatrick Race Club);
(g) paragraph 6 of Schedule 1 to the Industrial Relations (Northern Ireland) Order 1992(72) (accounts of trade unions and employers’ associations).
3. In the following provisions, for “company auditor under section 25 of the Companies Act 1989 or Article 28 of the Companies (Northern Ireland) Order 1990” substitute “statutory auditor under Part 42 of the Companies Act 2006”—
(a) section 2C(3) of the Dentists Act 1984(73) (accounts of the General Dental Council);
(b) section 40(3) of the Osteopaths Act 1993(74) (accounts of General Osteopathic Council);
(c) section 41(3) of the Chiropractors Act 1994(75) (accounts of General Chiropractic Council).
4. In Schedule 1 to the Industrial and Provident Societies Act 1965 (matters to be provided for in society’s rules), in paragraph 10(76) (appointment of auditors) after “requirements of” insert “Part 42 of the Companies Act 2006 or”.
5. In section 8(2)(b) of the Friendly and Industrial and Provident Societies Act 1968(77) (industrial and provident societies: restrictions on appointment of auditors), for “by virtue of section 27 of the Companies Act 1989 ineligible for appointment as auditor” substitute “prohibited by section 1214 of the Companies Act 2006 (independence requirement) from acting as statutory auditor”.
6. In section 42(1)(e) of the Industrial and Provident Societies Act (Northern Ireland) 1969(78) (industrial and provident societies: restrictions on appointment of auditors), for “by virtue of Article 30 of the Companies (Northern Ireland) Order 1990 ineligible for appointment as auditor” substitute “prohibited by section 1214 of the Companies Act 2006 (independence requirement) from acting as statutory auditor”.
7. In section 22 of the National Trust Act 1971 (accounts of the National Trust), in the proviso, for the words from “shall not be qualified” to the end substitute “is not eligible for appointment under this section unless eligible for appointment as a statutory auditor under Part 42 of the Companies Act 2006”.
8.—(1) Section 14 of the Estate Agents Act 1979(79) (keeping of client accounts) is amended as follows.
(2) In subsection (6), for paragraphs (a) and (b) substitute “eligible for appointment as a statutory auditor under Part 42 of the Companies Act 2006”.
(3) In subsection (7), for “ineligible for appointment as auditor to the company by virtue of Part II of the Companies Act 1989 or Part III of the Companies (Northern Ireland) Order 1990” substitute “prohibited from acting as statutory auditor of the company by virtue of section 1214 of the Companies Act 2006 (independence requirement)”.
9. In section 29(10) of the Civic Government (Scotland) Act 1982 (metal dealers’ exemption warrants: interpretation), in the definition of “auditor”, for “qualified under section 161 of the Companies Act 1948 for appointment as auditor of a company within the meaning of that Act” substitute “eligible for appointment as a statutory auditor under Part 42 of the Companies Act 2006”.
10.—(1) In Schedule 6 to the Administration of Justice Act 1985(80) (bodies recognised under section 32), paragraph 15 (application of rules relating to accounts) is amended as follows.
(2) In sub-paragraph (1), for the words from “is a member” to the end substitute “is eligible for appointment as a statutory auditor under Part 42 of the Companies Act 2006”.
(3) In sub-paragraph (2), for “is not qualified to act as auditor” substitute “would be prohibited by section 1214 of that Act (independence requirement) from acting as statutory auditor”.
11.—(1) The Transport Act 1985(81) is amended as follows.
(2) In section 76(1) (audit of accounts of public transport companies in England and Wales), for “being eligible for such appointment in accordance with Part II of the Companies Act 1989” substitute “meeting the requirements of Part 42 of the Companies Act 2006 (statutory auditors)”.
(3) In section 77(2) (audit of accounts of public transport companies in Scotland), for “being eligible for such appointment in accordance with Part II of the Companies Act 1989” substitute “meeting the requirements of Part 42 of the Companies Act 2006 (statutory auditors)”.
12.—(1) The Airports Act 1986(82) is amended as follows.
(2) In section 22(5) (audit of accounts of public airport company in England and Wales), for “being eligible for such appointment in accordance with Part II of the Companies Act 1989” substitute “meeting the requirements of Part 42 of the Companies Act 2006 (statutory auditors)”.
(3) In section 23(2) (audit of accounts of public airport authority company in Scotland), for “being eligible for such appointment in accordance with Part II of the Companies Act 1989” substitute “meeting the requirements of Part 42 of the Companies Act 2006 (statutory auditors)”.
13.—(1) Section 77 of the Building Societies Act 1986 (auditors) is amended as follows.
(2) In the heading, omit “, qualifications”.
(3) For subsection (2) substitute—
“(2) Schedule 11 to this Act has effect as regards the appointment, resignation and removal of auditors.”.
(4) After that subsection insert—
“(3) Appointment as auditor of a building society is an appointment as a statutory auditor to which the provisions of Part 42 of the Companies Act 2006 apply.”.
14. In Schedule 11 to the Building Societies Act 1986 (auditors)—
(a) in the heading, omit “, qualifications”;
(b) omit paragraph 5(83).
15.—(1) Section 78A of the Friendly Societies Act 1992(84) (interpretation of Part 6: accounts and audit) is amended as follows.
(2) In subsection (1), at the appropriate place insert—
““the Audit Directive” means Directive 2006/43/EC of the European Parliament and of the Council on statutory audits of annual accounts and consolidated accounts, amending Council Directives 78/660/EEC and 83/349/EEC and repealing Council Directive 84/253/EEC (as to friendly societies to which the Directive applies, see subsection (3) below);”;
(3) After subsection (2) insert—
“(3) References in this Part to a friendly society to which the Audit Directive applies are to a friendly society that is an insurance undertaking within the meaning given by Article 2.1 of Council Directive 1991/674/EEC on the annual accounts and consolidated accounts of insurance undertakings.”.
16.—(1) Schedule 14 to the Friendly Societies Act 1992 (auditors: appointment, tenure, qualifications and remuneration) is amended as follows.
(2) After paragraph 3 insert—
3A.—(1) Appointment as auditor of a friendly society to which the Audit Directive applies is an appointment as a statutory auditor to which the provisions of Part 42 of the Companies Act 2006 apply.
(2) The following provisions of this Schedule do not apply in that case—
(a) paragraphs 4 and 5 (eligibility for appointment),
(b) paragraph 6 (appointment of partnership),
(c) paragraph 7 (cases in which auditor need not be a member of a recognised supervisory body), and
(d) paragraph 8 (effect of ineligibility).”.
(3) In paragraph 4(3), in the definition of “recognised supervisory body” for “Part II of the Companies Act 1989 or Part III of the Companies (Northern Ireland) Order 1990” substitute “Part 42 of the Companies Act 2006”.
(4) In paragraph 5(1), for “ineligible by virtue of section 27(1)(a) or (b) of the Companies Act 1989 or Article 20(1) of the Companies (Northern Ireland) Order 1990 for appointment as a company auditor” substitute “prohibited by section 1214(2) of the Companies Act 2006 (independence requirement) from acting as statutory auditor”.
17. For section 43(2)(a) of the Charities Act 1993(85) (audit of charity accounts) substitute—
“(a) is eligible for appointment as a statutory auditor under Part 42 of the Companies Act 2006;”.
18.—(1) Schedule 18 to the Leasehold Reform, Housing and Urban Development Act 1993 (finances of Urban Regeneration Agency) is amended as follows.
(2) In paragraph 10(2) (qualification for appointment of auditor)—
(a) in paragraph (a), for “company auditor under Part II of the Companies Act 1989” substitute “statutory auditor under Part 42 of the Companies Act 2006”;
(b) for paragraph (b)(86), substitute—
“(b) if the appointment were an appointment as a statutory auditor, he would not be prohibited from acting by section 1214 of that Act (independence requirement).”.
19. For section 46(2)(b) of the Environment Act 1995(87) (appointment to audit accounts of Environment Agency), substitute—
“(b) if the appointment were an appointment as a statutory auditor, he would not be prohibited from acting by virtue of section 1214 of that Act (independence requirement).”.
20. In Schedule 1 to the Housing Act 1996 (registered social landlords), for paragraph 18(4B)(88)substitute—
“(4B) In sub-paragraphs (4) and (4A) “qualified auditor” means a person who—
(a) is eligible for appointment as a statutory auditor under Part 42 of the Companies Act 2006, and
(b) if the appointment were an appointment as a statutory auditor, would not be prohibited from acting by virtue of section 1214 of that Act (independence requirement).”.
21. In regulation 4 of the Occupational Pension Schemes (Scheme Administration) Regulations 1996 (qualifications for appointment as auditor etc)—
(a) for paragraph (1)(a)(i) substitute—
“(i) eligibility for appointment as a statutory auditor under Part 42 of the Companies Act 2006; or”;
(b) in paragraph (2)(d), for “section 27 of the Companies Act 1989, ineligible to audit the accounts” substitute “section 1214 of the Companies Act 2006, prohibited from acting as statutory auditor”.
22. In regulation 4 of the Occupational Pension Schemes (Scheme Administration) Regulations (Northern Ireland) 1997 (qualifications for appointment as auditor etc)—
(a) for paragraph (1)(a)(i) substitute—
“(i) eligibility for appointment as a statutory auditor under Part 42 of the Companies Act 2006; or”;
(b) in paragraph (2)(d), for “Article 30 of the Companies (Northern Ireland) Order 1990, ineligible to audit the accounts” substitute “section 1214 of the Companies Act 2006, prohibited from acting as statutory auditor”.
23. In section 31(1)(b) of the Audit Commission Act 1998 (auditors of subsidiary of Passenger Transport Executive), for “qualified for the appointment under section 25 of the Companies Act 1989” substitute “eligible for the appointment under Part 42 of the Companies Act 2006”.
24.—(1) Paragraph 8(5) of Schedule 18 to the Greater London Authority Act 1999 (accounts of London Transport Users’ Committee) is amended as follows.
(2) In paragraph (a), for “company auditor under Part II of the Companies Act 1989” substitute “statutory auditor under Part 42 of the Companies Act 2006”.
(3) For paragraph (b)(89), substitute—
“(b) if the appointment were an appointment as a statutory auditor, he would not be prohibited from acting by section 1214 of that Act (independence requirement).”.
25.—(1) Paragraph 1 of Schedule 3A to the Terrorism Act 2000(90) (definition of business in the regulated sector) is amended as follows.
(2) For sub-paragraph (1)(j) substitute—
“(j) the carrying on of statutory audit work within the meaning of section 1210 of the Companies Act 2006 (meaning of “statutory auditor” etc) by any firm or individual who is a statutory auditor within the meaning of Part 42 of that Act (statutory auditors);”.
26. In section 160(1) of the Political Parties, Elections and Referendums Act 2000(91) (general interpretation), in the definition of “qualified auditor”, for paragraph (a) substitute—
“(a) a person who is eligible for appointment as a statutory auditor under Part 42 of the Companies Act 2006;”.
27. In section 21 of the Public Finance and Accountability (Scotland) Act 2000 (audit), in subsection (5)(a), for “eligible for appointment as a company auditor under section 25 of the Companies Act 1989” substitute “eligible for appointment as a statutory auditor under Chapter 2 of Part 42 of the Companies Act 2006”.
28.—(1) Schedule 5 to the Open-Ended Investment Companies Regulations 2001 (auditors) is amended as follows.
(2) In paragraph 1, for “also eligible under section 25 of the Companies Act 1989 for appointment as a company auditor” substitute “eligible for appointment as a statutory auditor under Part 42 of the Companies Act 2006”.
(3) For paragraph 2(3) substitute—
“(3) A person is also ineligible for appointment if there exists between that person, or any associate of that person, and the company a connection of any such description as may be specified by regulations made by the Secretary of State under section 1214(4) of the Companies Act 2006.
(4) In sub-paragraph (3) “associate” has the same meaning as in Part 42 of that Act (see section 1260 of that Act).
(5) The power of the Secretary of State to make regulations under section 1214(4) of that Act for the purposes of subsection (1) of that section in relation to statutory auditors is exercisable, subject to the same conditions, for the purposes of sub-paragraph (3) above in relation to auditors of open-ended investment companies.”.
29. In regulation 8(4) of the Education (QCA Levy) Regulations 2002 (submission of auditor’s certificate), in the closing words, for “eligible by virtue of section 25 of the Companies Act 1989 for appointment as a company auditor” substitute “eligible for appointment as a statutory auditor under Part 42 of the Companies Act 2006”.
30.—(1) The Communications Act 2003 is amended as follows.
(2) In section 67 (subject matter of universal services conditions), for subsection (9) substitute—
“(9) In this section “qualified auditor” means a person who—
(a) is eligible for appointment as a statutory auditor under Part 42 of the Companies Act 2006, and
(b) if the appointment to carry out such auditing as is mentioned in subsection (5) were an appointment as a statutory auditor, would not be prohibited from acting by section 1214 of that Act (independence requirement).”.
(3) In section 77 (imposition of privileged supplier conditions), in subsection (9) for the definition of “qualified auditor” substitute—
““qualified auditor” means a person who—
is eligible for appointment as a statutory auditor under Part 42 of the Companies Act 2006, and
if the appointment to carry out such auditing as is mentioned in subsection (3)(b) were an appointment as a statutory auditor, would not be prohibited from acting by section 1214 of that Act (independence requirement);”.
(4) In section 91 (conditions about regulation of services etc for end-users), for subsection (8) substitute—
“(8) In this section “qualified auditor” means a person who—
(a) is eligible for appointment as a statutory auditor under Part 42 of the Companies Act 2006, and
(b) if the appointment to carry out such auditing as is mentioned in subsection (6)(b) were an appointment as a statutory auditor, would not be prohibited from acting by section 1214 of that Act (independence requirement).”.
31. In section 43(2) of the Companies (Audit, Investigations and Community Enterprise) Act 2004(92) (qualification of auditor), for the words from “as a company auditor” to the end substitute “as a statutory auditor under Part 42 of the Companies Act 2006”.
32.—(1) Schedule 5 to the Open-Ended Investment Companies Regulations (Northern Ireland) 2004 (auditors) is amended as follows.
(2) In paragraph 1, for “also eligible under Article 28 of the Companies (Northern Ireland) Order 1990 for appointment as a company auditor” substitute “eligible for appointment as a statutory auditor under Part 42 of the Companies Act 2006”.
(3) For paragraph 2(3) substitute—
“(3) A person is also ineligible for appointment if there exists between that person, or any associate of that person, and the company a connection of any such description as may be specified by regulations made by the Secretary of State under section 1214(4) of the Companies Act 2006.
(4) In sub-paragraph (3) “associate” has the same meaning as in Part 42 of that Act (see section 1260 of that Act).
(5) The power of the Secretary of State to make regulations under section 1214(4) of that Act for the purposes of subsection (1) of that section in relation to statutory auditors is exercisable, subject to the same conditions, for the purposes of sub-paragraph (3) above in relation to auditors of open-ended investment companies.”.
33. For regulation 2(a) of the Registered Pension Schemes (Audited Accounts) (Specified Persons) Regulations 2005 (specified descriptions of persons in relation to the audit of registered pension scheme accounts) substitute—
“(a) a person eligible for appointment as a statutory auditor under Part 42 of the Companies Act 2006; and”.
34. In paragraph 21(6) of Schedule 8 to the Government of Wales Act 2006, in paragraph (a) of the definition of “accountancy body”, for “Part 2 of the Companies Act 1989” substitute “Part 42 of the Companies Act 2006”.
35. In regulation 10(2) of the Charities Accounts (Scotland) Regulations (annual accounts of charity), for “eligible to act as an auditor in terms of section 25 of the Companies Act 1989” substitute “eligible for appointment as a statutory auditor under Part 42 of the Companies Act 2006”.
36. For regulation 6(5) of the European Grouping of Territorial Co-operation Regulations 2007 substitute—
“(5) The auditor of a UK EGTC must be a person who—
(a) is eligible for appointment as a statutory auditor under Part 42 of the Companies Act 2006, and
(b) if the appointment were an appointment as a statutory auditor, would not be prohibited from acting by section 1214 of that Act (independence requirement).”.
37. In section 2 of the Stock Transfer Act 1963(93) (simplified transfers: supplementary provisions)—
(a) in subsection (2), for “the reference in section 184 of the Companies Act 1985 (certification of transfers) to any instrument of transfer” substitute “the references to an instrument of transfer in section 775 of the Companies Act 2006 (certification of instrument of transfer)”;
(b) in subsection (3)(a), for “section 183(1) and (2) of the Companies Act 1985” substitute “section 770(1)(a) of the Companies Act 2006 (registration of transfer)”.
38. In section 2 of the Stock Transfer Act (Northern Ireland) 1963(94) (supplementary provisions as to simplified transfer)—
(a) in subsection (2), for “the reference in Article 194(1) of the Companies (Northern Ireland) Order 1986 to any instrument of transfer” substitute “the references to an instrument of transfer in section 775 of the Companies Act 2006 (certification of instrument of transfer)”;
(b) in subsection (3)(a), for “Article 193(1) and (2) of the Companies (Northern Ireland) Order 1986” substitute “section 770(1)(a) of the Companies Act 2006 (registration of transfer)”.
39. In section 42 of the Harbours Act 1964(95) (accounts and reports relating to harbour activities and associated activities)—
(a) in subsection (6), omit “the Companies Act 1985 and”;
(b) in subsection (7)(a), for “the Companies Act 1985” substitute “the Companies Act 2006”;
(c) in subsection (9), in the definitions of “parent undertaking” and “subsidiary undertaking”, for “Part VII of the Companies Act 1985” substitute “the Companies Acts (see section 1162 of, and Schedule 7 to, the Companies Act 2006)”.
40. In section 53(2) of the Transport Act (Northern Ireland) 1967(96) (accounts of Northern Ireland Transport Holding Company and its subsidiaries), for “the Companies (Northern Ireland) Order 1986” substitute “the Companies Act 2006”.
41. In section 30(3) of the Harbours Act (Northern Ireland) 1970(97) (accounts of harbour authorities), for “the Companies (Northern Ireland) Order 1986” substitute “the Companies Act 2006”.
42. In section 2 of the Redemption of Standard Securities (Scotland) Act 1971(98) (saving for provision relating to perpetual debentures)—
(a) in the heading, for “s. 89 of Companies Act 1948” substitute “provision relating to perpetual debentures”;
(b) in the text, for “section 193 of the Companies Act 1985” substitute “section 739 of the Companies Act 2006”.
43. In section 9(2) of the Fish Industry Act (Northern Ireland) 1972(99) (acquisition of shares in fish businesses), for “Article 383 of the Companies (Northern Ireland) Order 1986”, substitute “section 323 of the Companies Act 2006”.
44. In section 11(1) of the Land Tenure Reform (Scotland) Act 1974 (right to redeem heritable security after 20 years where security subjects used as private dwelling-house), for “section 89 of the Companies Act 1948 (perpetual debentures, etc)” substitute “section 739 of the Companies Act 2006 (perpetual debentures)”.
45. In section 17(10) of the Aircraft and Shipbuilding Industries Act 1977(100) (accounts of the Corporations), for “Part VII of the Companies Act 1985” substitute “the Companies Acts (see section 1162 of, and Schedule 7 to, the Companies Act 2006)”.
46. In section 22(2) of the Crown Agents Act 1979(101) as applied by paragraph 20 of Schedule 5 to that Act (accounts of Crown Agents Holding and Realisation Board), for “Part VII of the Companies Act 1985” substitute “the Companies Acts (see section 1162 of, and Schedule 7 to, the Companies Act 2006)”.
47.—(1) Article 12 of the Aircraft and Shipbuilding Industries (Northern Ireland) Order 1979(102) (accounts and reports of principal companies) is amended as follows.
(2) In paragraph (1)—
(a) in sub-paragraph (a), for “Article 246 of the Companies (Northern Ireland) Order 1986” substitute “section 423 of the Companies Act 2006”;
(b) in sub-paragraph (b), for “Article 249 of that Order” substitute “section 437 of that Act”.
(3) In paragraph (2), in the closing words, for “the Companies (Northern Ireland) Order 1986” substitute “the Companies Act 2006”.
48. In section 4 of the British Aerospace Act 1980 (financial structure of successor company and its subsidiaries)(103)—
(a) in subsection (3)—
(i) for “section 264(3)(d) of the Companies Act 1985” substitute “section 831(4)(d) of the Companies Act 2006”, and
(ii) for “section 264(3)(c)” substitute “section 831(4)(c)”;
(b) in subsection (7), for “the Companies Act 1985” substitute “the Companies Act 2006”.
49. In section 3(5) of the Industry Act 1980(104) (finance for companies transferred to Secretary of State)—
(a) in paragraph (a), for “section 238 of the Companies Act 1985 or Article 246 of the Companies (Northern Ireland) Order 1986” substitute “section 423 of the Companies Act 2006”;
(b) in paragraph (b), for “section 241 of that Act or Article 249 of that Order” substitute “section 437 of that Act”.
50. In section 5(5) of the Civil Aviation Act 1980(105) (financial structure of successor company and its subsidiaries), for “the Companies Act 1985” substitute “the Companies Act 2006”.
51.—(1) Section 10 of the Transport Act 1981(106) (provisions of the Companies Acts applying to Associated British Ports) is amended as follows.
(2) In subsection (1)—
(a) for “the Companies Acts 1948 to 1980” substitute “the Companies Acts”;
(b) for “the Companies Acts 1948 to 1981” substitute “the Companies Act 1985”.
(3) For subsection (2) substitute—
“(2) The provisions referred to in subsection (1) are the following—
| Subject matter | Provisions applied |
|---|---|
| 1. Financial assistance for purchase of shares, &c. | Chapter 6 of Part 5 of the Companies Act 1985. |
| 2. Registration of charges. | Chapter 1 of Part 12 of the Companies Act 1985. |
| 3. Accounts and reports. | Part 15 of the Companies Act 2006. |
| 4. Audit. | Part 16 of the Companies Act 2006. |
| 5. Disclosure by directors of interests in contracts, &c. | Chapter 3 of Part 10 of the Companies Act 2006. |
| 6. Power of Court to give relief in certain cases. | Section 1157 of the Companies Act 2006. |
| 7. Restrictions on distributions. | Part 23 of the Companies Act 2006.”. |
52. In section 11 of the Transport Act 1981(107) (payments to Holding Company out of profits of Associated British Ports)—
(a) in subsection (2), for “sections 263 and 264 of the Companies Act 1985” substitute “sections 830 and 831 of the Companies Act 2006”;
(b) in subsection (3), for “the said section 264” substitute “section 831 of the Companies Act 2006”;
(c) in subsection (4), for “section 234 of the Companies Act 1985” substitute “section 416(3) of the Companies Act 2006”.
53.—(1) The Judgments Enforcement (Northern Ireland) Order 1981 is amended as follows.
(2) In Article 2(2)(108) (general interpretation), in the definition of “debenture” for “Companies (Northern Ireland) Order 1986” substitute “Companies Act 2006”.
(3) In Article 14(109) (stay of enforcement in cases of insolvency), in paragraph (3)(b)(i), for “Article 418 of the Companies (Northern Ireland) Order 1986” substitute “section 896 of the Companies Act 2006”.
54. In section 10(2) of the Companies Act 1985 (particulars of proposed officers to be provided on registration of company), for paragraph (b) substitute—
“(ba) in the case of a company that is to be a private company, any person who is (or any persons who are) to be the first secretary (or joint secretaries) of the company;
(bb) in the case of a company that is to be a public company, the person who is (or the persons who are) to be the first secretary (or joint secretaries) of the company.”.
55. In section 11 of the Companies Act 1985 (public companies: minimum authorised capital), for the words from “the amount of” to the end, substitute—
“the share capital stated in the memorandum to be that with which the company proposes to be registered—
(a) must have a nominal value of not less than the authorised minimum (as defined in section 763 of the Companies Act 2006); and
(b) to the extent necessary to comply with that requirement, must be denominated in accordance with section 765 of that Act (allotted share capital of public company to be denominated either in sterling or in euros but not partly in one and partly in the other).”.
56. In section 13(4) of the Companies Act 1985 (effect of registration), for “section 117 (additional certificate as to amount of allotted share capital)” substitute “section 761 of the Companies Act 2006 (public company not to do business without trading certificate)”.
57. In section 17(2)(a) of the Companies Act 1985 (conditions in memorandum which could have been in articles), for “Part XVII” substitute “section 996 of the Companies Act 2006”.
58. In section 43(3) of the Companies Act 1985 (re-registration of private company as public: documents to be delivered to registrar), in paragraph (b), for “section 264(2)” substitute “section 831 of the Companies Act 2006”.
59. In section 44(7)(a) of the Companies Act 1985 (consideration for shares recently allotted to be valued: definition of “arrangement”), for “section 425” substitute “section 899 of the Companies Act 2006”.
60. In section 45(2) of the Companies Act 1985 (additional requirements relating to share capital), at the end of paragraph (a) insert “(see Chapter 2 of Part 20 of the Companies Act 2006)”.
61.—(1) Section 46 of the Companies Act 1985(110) (meaning of unqualified auditors’ report) is amended as follows.
(2) In subsection (2), for “in accordance with this Act” substitute “in accordance with the Companies Act 2006”.
(3) In subsection (3), for “the provisions of this Act”, in both places where it occurs, substitute “the provisions of the Companies Act 2006”.
(4) In subsection (4)—
(a) for “section 264(2) and (3)” substitute “section 831 of the Companies Act 2006”;
(b) at the end, insert “and “financial year” has the meaning given by section 390 of that Act”.
62. In section 47(3) of the Companies Act 1985 (private company re-registering as public: certificate of re-registration), at the end insert “(see Chapter 2 of Part 20 of the Companies Act 2006)”.
63. In section 103(7)(a) of the Companies Act 1985 (non-cash consideration for shares: definition of “arrangement”), for “section 425” substitute “section 899 of the Companies Act 2006”.
64. In section 104(2) of the Companies Act 1985 (transfer to public company of non-cash asset: definition of “initial period”), for “section 117” substitute “section 761 of the Companies Act 2006”.
65. In section 126 of the Companies Act 1985 (variation of class rights: saving for court’s powers under other provisions)—
(a) for “section 425 (court control of company compromising with members and creditors)” substitute “section 899 of the Companies Act 2006 (court sanction for compromise or arrangement with creditors or members)”;
(b) for “section 427 (company reconstruction or amalgamation)” substitute “section 900 of that Act (powers of court to facilitate reconstruction or amalgamation)”.
66. In section 131(7) of the Companies Act 1985 (merger relief: definitions), in the definition of “arrangement” in the closing words, for “section 425 (company compromise with members and creditors)” substitute “section 899 of the Companies Act 2006 (court sanction for compromise or arrangement with creditors or members)”.
67. In section 143(3)(c) of the Companies Act 1985 (general rule against company acquiring own shares: exceptions), for “Part XVII” substitute “section 996 of the Companies Act 2006”.
68. In section 149(1) of the Companies Act 1985 (sanctions for public company failing to apply for re-registration as private company), for “section 81” substitute “Chapter 1 of Part 20 of the Companies Act 2006”.
69. In section 152(1) of the Companies Act 1985 (financial assistance by a company for acquisition of own shares: definitions)—
(a) in paragraph (b)(ii), for “section 276” substitute “section 846 of the Companies Act 2006”;
(b) in paragraph (c), for “section 263(2)” substitute “section 829 of the Companies Act 2006”.
70. In section 153 of the Companies Act 1985 (transactions not prohibited by section 151), in subsection (3)(e), for “section 425” substitute “section 899 of the Companies Act 2006”.
71. In section 162C of the Companies Act 1985(111) (treasury shares: voting and other rights), in subsection (3), for “meetings under section 425” substitute “meetings summoned under section 896 of the Companies Act 2006”.
72. In section 162F(2) of the Companies Act 1985(112) (treasury shares: proceeds of sale), for “Part VIII” substitute “Part 23 of the Companies Act 2006”.
73. In section 171 of the Companies Act 1985(113) (power of private companies to redeem or purchase own shares out of capital), in subsection (5)(b), for “any reserve maintained by the company in accordance with paragraph 34 of Schedule 4 or paragraph 34 of Schedule 8 (revaluation reserve)” substitute “any revaluation reserve maintained by the company in accordance with regulations made under section 396 of the Companies Act 2006”.
74. In section 172(1) of the Companies Act 1985 (availability of profits for private company to redeem or purchase shares out of capital)—
(a) for “Part VIII” substitute “Part 23 of the Companies Act 2006”;
(b) for “sections 270 to 275 in that Part” substitute “Chapter 2 of that Part”.
75. In section 181 of the Companies Act 1985 (definitions for Chapter 7 of Part 5), in paragraph (a) (meaning of “distributable profits”) for “section 263(2)” substitute “section 829 of the Companies Act 2006”.
76.—(1) In section 232(2) of the Companies Act 1985(114) (disclosure required in notes to accounts: emoluments and other benefits of directors etc), in the paragraph relating to Part 2 of Schedule 6, omit “and connected persons”.
(2) This amendment has effect in relation to financial years ending on or after 6th April 2008.
77. In section 289 of the Companies Act 1985(115) (particulars of directors to be registered), in subsection (4)(a) for “section 249AA(3)” substitute “section 481 of the Companies Act 2006”.
78. In section 290(1) of the Companies Act 1985 (particulars of secretaries to be registered), after “with respect to the secretary” insert “(if any)”.
79. In section 351 of the Companies Act 1985 (particulars in correspondence etc), in subsection (1)(c), for “as defined in section 266” substitute “as defined for the purposes of Part 23 of the Companies Act 2006 (see section 833 of that Act)”.
80. In section 364(1)(c) of the Companies Act 1985(116) (contents of annual return: particulars of secretary), after “the company secretary” insert “(if any)”.
81. In section 380(2) of the Companies Act 1985(117) (registration, etc of resolutions and agreements), for the words from “every resolution” to “and which is” substitute “every such resolution, and every resolution or agreement to which Chapter 3 of Part 3 of the Companies Act 2006 applies (resolutions and agreements affecting a company’s constitution), which is”.
82. After section 453C of the Companies Act 1985 insert—
453D. Where an offence under any of sections 448, 449 to 451 and 453A is committed by a body corporate, every officer of the body who is in default also commits the offence.
For this purpose—
(a) any person who purports to act as director, manager or secretary of the body is treated as an officer of the body, and
(b) if the body is a company, any shadow director is treated as an officer of the company.”.
83. In section 685 of the Companies Act 1985 (registration of joint stock company as public company) in the definition of “undistributable reserves” in subsection (6), for “section 264(3)” substitute “section 831(4) of the Companies Act 2006”.
84. In section 699 of the Companies Act 1985(118) (Channel Islands and Isle of Man companies), in subsection (3), for “section 242(1)” substitute “section 441 of the Companies Act 2006”.
85. In section 701 of the Companies Act 1985(119) (oversea company’s financial year and accounting reference periods)—
(a) in subsection (1), for “Sections 223 to 225” substitute “Sections 390 to 392 of the Companies Act 2006”;
(b) in subsection (3), for “section 225(4)” substitute “section 392(3)”.
86. In section 702 of the Companies Act 1985(120) (delivery to registrar of accounts and reports of oversea company), in subsection (4), for “section 225” substitute “section 392 of the Companies Act 2006”.
87. In section 742 of the Companies Act 1985(121) (expressions used in connection with accounts)—
(a) in subsection (1), for “Part VII (accounts)” substitute “Part 15 of the Companies Act 2006 (accounts and reports)”;
(b) in subsection (2), for “section 262(3)” substitute “section 853(4) and (5) of the Companies Act 2006”;
(c) omit subsection (2A).
88. In Schedule 1 to the Companies Act 1985(122) (particulars of directors to be contained in statement under section 10), in paragraph 2(2)(a) for “section 249AA(3)” substitute “section 481 of the Companies Act 2006”.
89. Omit Part 2 of Schedule 2 to the Companies Act 1985(123) (interpretation of references in Schedule 5 to “beneficial interest”).
90.—(1) Part 2 of Schedule 6 to the Companies Act 1985 (disclosure of information: loans, quasi-loans and other dealings in favour of directors) is amended as follows—
(a) in paragraph 15(a) and (b), omit “, or was connected with such a director”;
(b) in paragraph 16(a) and (b), omit “or was connected with such a director”;
(c) in paragraph 17(1), omit “, or a person connected with such a director,”;
(d) in paragraph 19(b), omit “or was connected with a director of it”;
(e) in paragraph 22(2)(b), omit the words from “and, where that person” to the end;
(f) in paragraph 24(1)—
(i) omit “, or was connected with such a director,”;
(ii) omit “or any person connected with him,”;
(g) in paragraph 27(1), omit paragraph (d).
(2) These amendments have effect in relation to financial years ending on or after 6th April 2008.
91.—(1) In Part 4 of Schedule 9 to the Companies Act 1985(124) (banking companies: additional disclosure of emoluments and other benefits to directors and others), paragraph 3 is amended as follows—
(a) in sub-paragraph (1)(a), omit “or who was connected with such a director”;
(b) omit sub-paragraphs (4) and (5).
(2) These amendments have effect in relation to financial years ending on or after 6th April 2008.
92.—(1) In Schedule 15D to the Companies Act 1985(125) (exceptions from prohibition of disclosure of information obtained in course of company investigation), in paragraph 1, for “section 245C” substitute “section 457 of the Companies Act 2006”.
(2) The amendment made by this paragraph has effect in relation to disclosures for the purpose of enabling or assisting a person to exercise functions in relation to accounts for financial years beginning on or after 6th April 2008.
93. In Part 2 of Schedule 21C to the Companies Act 1985(126) (delivery of reports and accounts: institutions not required to prepare accounts under parent law)—
(a) in paragraph 11—
(i) in the opening words, for “Sections 223 to 225” substitute “Sections 390 to 392 of the Companies Act 2006”;
(ii) in paragraph (b), for “section 225(4)” substitute “section 392(3)”;
(b) in paragraph 13(3) for “section 225” substitute “section 392 of the Companies Act 2006”.
94. In Part 2 of Schedule 21D to the Companies Act 1985(127) (delivery of reports and accounts: companies not required to make disclosure under parent law)—
(a) in paragraph 9—
(i) in the opening words, for “Sections 223 to 225” substitute “Sections 390 to 392 of the Companies Act 2006”;
(ii) in paragraph (b), for “section 225(4)” substitute “section 392(3)”;
(b) in paragraph 12(3), for “section 225” substitute “section 392 of the Companies Act 2006”.
95.—(1) Section 3 of the Companies Consolidation (Consequential Provisions) Act 1985 (conditions for re-registration of old public company) is amended as follows.
(2) In subsection (2), omit “(defined in section 118 of the principal Act)”.
(3) After that subsection insert—
“(2A) The authorised minimum is defined in section 763 of the Companies Act 2006 and the provisions of section 765 of that Act (authorised minimum: application of initial requirement) apply in relation to the requirement in subsection (2) above.”.
96. In paragraph 9(2) of Schedule 3 to the Oil and Pipelines Act 1985(128) (accounts of Oil and Pipelines Agency), for “Part VII of the Companies Act 1985” substitute “the Companies Acts (see section 1162 of, and Schedule 7 to, the Companies Act 2006)”.
97.—(1) The Airports Act 1986 is amended as follows.
(2) In section 8 (financial structure of the successor company)—
(a) in subsection (3)—
(i) for “section 264(3)(d) of the Companies Act 1985” substitute “section 831(4)(d) of the Companies Act 2006”, and
(ii) for “section 264(3)(c)” substitute “section 831(4)(c)”;
(b) in subsection (6), for “the Companies Act 1985” substitute “the Companies Act 2006”.
(3) In section 40 (mandatory conditions in case of designated airports), in subsection (2)(b) for “the Companies Act 1985” substitute “the Companies Act 2006”.
98. In section 19E(1) of the Gas Act 1986(129), in the definition of “accounting information”, for “section 221 of the Companies Act 1985” substitute “section 386 of the Companies Act 2006”.
99.—(1) Paragraph 3 of Schedule A1 to the Insolvency Act 1986(130) (moratorium where directors propose voluntary arrangement: qualifying conditions) is amended as follows.
(2) In sub-paragraph (2) for “section 247(3) of the Companies Act 1985” substitute “section 382(3) of the Companies Act 2006”.
(3) In sub-paragraph (3) for “Subsections (4), (5) and (6) of section 247” substitute “Section 382(4), (5) and (6)”.
(4) In sub-paragraph (4)—
(a) for “holding company” substitute “parent company”, and
(b) for “in respect of” substitute “in relation to”.
(5) For sub-paragraph (5) substitute—
“(5) For the purposes of sub-paragraph (4)—
(a) “group” has the same meaning as in Part 15 of the Companies Act 2006 (see section 474(1) of that Act); and
(b) a group qualifies as small in relation to a financial year if it so qualifies under section 383(2) to (7) of that Act, and qualifies as medium-sized in relation to a financial year if it so qualifies under section 466(2) to (7) of that Act.”.
(6) The amendments in this paragraph apply only in relation to periods, or parts of periods, falling on or after 6th April 2008.
100. In Schedule B1 to the Insolvency Act 1986(131) (administration)—
(a) in paragraphs 49(3)(b) and 73(2)(c) for “section 425 of the Companies Act (compromise with creditors or members)” substitute “Part 26 of the Companies Act 2006 (arrangements and reconstructions)”;
(b) in paragraph 74(6)(b) for “section 425 of the Companies Act (compromise with creditors and members)” substitute “Part 26 of the Companies Act 2006 (arrangements and reconstructions)”.
101.—(1) Part 2 of the Insolvency Act 1986 (administration) as it has effect by virtue of—
(a) section 249(1) of the Enterprise Act 2002(132) (special administration regimes), or
(b) article 3(2) or (3) of the Enterprise Act 2002 (Commencement No. 4 and Transitional Provisi