Office of Public Sector Information
SCHEDULE 1 continued
86. In section 1(13) of the Dockyard Services Act 1986 (transfer of persons engaged in dockyard services)—
(a) for the definition of “company” and “formed” substitute—
““company” means a company as defined in section 1(1) of the Companies Act 2006 and “formed”, in relation to a company, includes the alteration of the company’s articles so as to add, remove or alter a statement of the company’s objects;”;
(b) omit the definition of “the Companies Acts”.
87.—(1) The Building Societies Act 1986 is amended as follows.
(2) In section 54 (disclosure of information), omit subsection (2).
(3) In section 65(10) (restrictions on loans to directors etc: definitions), in the definition of “subsidiary”(11), for “section 736 of the Companies Act 1985” substitute “section 1159 of the Companies Act 2006”.
(4) In section 70(4) (interpretation for Part 7: whether director “associated” with body corporate), in paragraph (a) for “the Companies Act 1985” substitute “the Companies Acts (see section 548 of the Companies Act 2006)”.
(5) In section 97(12) (transfer of business to commercial company: definitions), in the definition of “company” for “within the meaning of the Companies Act 1985 or the Companies (Northern Ireland) Order 1986” substitute “as defined in section 1(1) of the Companies Act 2006”.
(6) In section 102(2)(a) (transfer regulations: provision for transition to regulation under companies legislation), for “the Companies Act 1985 or, as regards Northern Ireland, the Companies (Northern Ireland) Order 1986” substitute “the Companies Acts”.
(7) In section 104A(1) (registration of charges: application of company law)(12), for paragraphs (a) and (b) substitute “Part 25 of the Companies Act 2006 (company charges)”.
(8) In section 107(10) (restriction on use of certain names and descriptions: application to companies and business names)—
(a) in paragraph (a), for “the registrar under the Companies Act 1985 or the Companies (Northern Ireland) Order 1986” substitute “the registrar of companies under the Companies Act 2006”;
(b) for paragraphs (b) and (c) substitute—
“(b) approval by the Secretary of State of words or expressions for inclusion in a business name under section 1194 of the Companies Act 2006,”;
(c) in the closing words—
(i) for “, the Secretary of State or the Department” substitute “ or the Secretary of State”, and
(ii) for “description” substitute “expressions”.
(9) In section 110(4) (officers and auditors: application of provisions for relief from liability), for the words from the beginning to “empower the court” substitute “Section 1157 of the Companies Act 2006 (power of court”.
(10) In section 119(1) (interpretation), at the appropriate place insert—
““the Companies Acts” has the meaning given by section 2(1) of the Companies Act 2006;”.
(11) In Schedule 15 (application of companies winding up legislation)—
(a) in paragraph 2 (general application of companies winding up provisions), for the words from “registered under the Companies Act 1985” to the end substitute “registered under the Companies Act 2006 in England and Wales or Scotland or (as the case may be) in Northern Ireland.”;
(b) in paragraph 57 (property of dissolved society)—
(i) for sub-paragraph (1) substitute—
“(1) Sections 1012 to 1023 and 1034 of the Companies Act 2006 (property of dissolved company) apply in relation to the property of a dissolved building society (whether dissolved under section 87 or following its winding up) as they apply in relation to the property of a dissolved company.”;
(c) for sub-paragraphs (3) and (4) substitute—
“(3) Any reference in those sections to restoration to the register shall be read as a reference to the effect of an order under section 91 of this Act.”.
(12) In Schedule 15A (application of other companies insolvency legislation)—
(a) in paragraph 1(1) for the words from “registered under the Companies Act 1985” to the end substitute “registered under the Companies Act 2006 in England and Wales or Scotland or (as the case may be) in Northern Ireland.”;
(b) in paragraph 16(3)—
(i) for “the Companies Act 1985” substitute “the Companies Acts”;
(ii) for “the memorandum or articles of association” substitute “the company’s articles”;
(c) in paragraph 38(3), for “the memorandum or articles of association” substitute “the company’s articles”.
88. In section 20(1) of the Landlord and Tenant Act 1987 (interpretation of Part 1), in the definition of “associated company” for “section 736 of the Companies Act 1985” substitute “section 1159 of the Companies Act 2006”.
89. In section 3(6)(a) of the Criminal Justice Act 1987 (disclosure of information), omit “or Part XV of the Companies (Northern Ireland) Order 1986”.
90. In section 54(5)(a) of the Criminal Justice (Scotland) Act 1987 (disclosure of information), omit “or Part XV of the Companies (Northern Ireland) Order 1986”.
91. In section 11(11)(e) of the Channel Tunnel Act 1987 (regulation of the Tunnel System: meaning of “British company”), for “the Companies Act 1985” substitute “the Companies Act 2006”.
92.—(1) The Charities (Northern Ireland) Order 1987 is amended as follows.
(2) In Article 2(2) (interpretation)—
(a) for the definition of “company” substitute—
““company” means a company registered under the Companies Act 2006 in Northern Ireland;”;
(b) omit the definition of “the Companies Order”.
(3) In Article 9 (charitable companies: alteration of objects clause)—
(a) in the heading, omit “clause”;
(b) for paragraphs (2) and (3) substitute—
“(2) Where a charity is a company, an amendment of its articles so as to add, remove or alter a statement of the company’s objects is ineffective without the prior written consent of the Department.
(2A) Where a company that has made an amendment of its articles in accordance with paragraph (2) is required—
(a) by section 26 of the Companies Act 2006 to send to the registrar of companies a copy of its articles as amended,
(b) by section 30 of that Act to forward to the registrar a copy of the special resolution effecting the alteration, or
(c) by section 31 of that Act to give notice to the registrar of the amendment,
the copy or notice must be accompanied by a copy of the Commission’s consent.
(2B) If more than one of those provisions applies and they are complied with at different times, the company need not send a further copy of the Commission’s consent if a copy was sent on an earlier occasion.
(3) Section 30(2) to (4) of that Act (offence of failing to comply with section 30) apply in relation to a failure to comply with paragraph (2A) above as in relation to a failure to comply with that section.”.
(4) Omit Article 9A (charitable companies: invalidity of certain transactions).
93. In section 17(8) of the Local Government Act 1988 (local and other public authority contracts: exclusion of non-commercial considerations), in the definition of “associated body” for “the Companies Act 1985” substitute “the Companies Acts (see section 1159 of the Companies Act 2006)”.
94. In section 1(5) of the Public Utility Transfers and Water Charges Act 1988 (powers exercisable for purposes of proposals for privatisation: meaning of companies in the same group), for “the Companies Act 1985” substitute “the Companies Acts (see section 1159 of the Companies Act 2006)”.
95. In section 15(1) of the British Steel Act 1988 (interpretation), in the definition of “subsidiary” for “section 736 of the Companies Act 1985” substitute “section 1159 of the Companies Act 2006”.
96.—(1) The Education Reform Act 1988 is amended as follows.
(2) In section 129(5) (designation of institutions: definition of successor company)—
(a) in paragraph (a) for “the Companies Act 1985” substitute “the Companies Act 2006”, and
(b) in paragraph (d) for “memorandum and articles of association” substitute “articles of association”.
(3) In section 129B (designated institutions conducted by companies), in subsections (3)(a) and (4) for “memorandum or articles of association” substitute “articles of association”.
(4) In section 156 (government and conduct of certain further and higher education institutions)—
(a) in subsection (3)(a)(i) and (b), for “memorandum or articles of association” substitute “articles of association”;
(b) in subsection (5) for “memorandum and articles of association” substitute “articles of association”.
(5) In section 192(8) (references to charity not to include company), for “within the meaning of the Companies Act 1985” substitute “as defined in section 1(1) of the Companies Act 2006”.
97. In section 2(2) of the Housing (Scotland) Act 1988 (powers of Scottish Ministers in connection with housing functions), in paragraph (o) (formation of companies) for “within the meaning of the Companies Act 1985” substitute “under the Companies Act 2006”.
98. In the Copyright, Designs and Patents Act 1988—
(a) in section 116(4) (copyright licensing: groups of companies), and
(b) in paragraph 1(4) of Schedule 2A (licensing of performer’s property rights: groups of companies),
for “section 736 of the Companies Act 1985” substitute “section 1159 of the Companies Act 2006”.
99. In section 7(7B) and (7D) of the Health and Medicines Act 1988 (powers of Secretary of State for financing the Health Service: activities in connection with companies), for “within the meaning of the Companies Act 1985” substitute “as defined in section 1(1) of the Companies Act 2006”.
100. In Schedule 9 to the Housing Act 1988 (orders vesting land in housing action trusts), in paragraph 2(2) (meaning of “wholly-owned subsidiary”) for “section 736 of the Companies Act 1985” substitute “section 1159 of the Companies Act 2006”.
101.—(1) The Water Act 1989 is amended as follows.
(2) In section 83 (initial government holding), in subsection (5)(b) (shares to be treated as fully paid up) for “the Companies Act 1985” substitute “the Companies Act 2006”.
(3) In section 189(1) (general interpretation), in the definition of “holding company” for “the Companies Act 1985” substitute “the Companies Acts (see section 1159 of the Companies Act 2006)”.
102.—(1) The Electricity Act 1989 is amended as follows.
(2) In section 42C(10) (information about directors’ remuneration: interpretation), for the definition of “company” substitute—
““company” means a company (as defined in section 1(1) of the Companies Act 2006) that—
is limited by shares, and
has its registered office in Great Britain.”.
(3) In section 71 (initial government holding in successor companies), in subsection (4)(b) (shares to be treated as fully paid up) for “the Companies Act 1985” substitute “the Companies Act 2006”.
(4) In section 75(3) (statutory reserves of successor companies)—
(a) for “section 264(3)(d) of the Companies Act 1985” substitute “section 831(4)(d) of the Companies Act 2006”, and
(b) for “section 264(3)(c)” substitute “section 831(4)(c)”.
(5) In section 77(3) (temporary restrictions on borrowing etc: interpretation), in the definition of “subsidiary” for “section 736 of the Companies Act 1985” substitute “section 1159 of the Companies Act 2006”.
103.—(1) The Companies Act 1989 is amended as follows.
(2) In section 112 (Scottish charitable companies)—
(a) in subsection (1)(a), for “a company formed and registered under the Companies Act 1985, or to which the provisions of that Act apply as they apply to such a company” substitute “a company registered under the Companies Act 2006”;
(b) in subsection (3), for “Sections 35 and 35A of the Companies Act 1985 (capacity of company not limited by its memorandum; power of directors to bind company)” substitute “Sections 39 and 40 of the Companies Act 2006 (company’s capacity and power of directors to bind company)”;
(c) in subsections (3)(b), (4) and (5)(a) for “memorandum” substitute “constitution”.
(3) In section 213(2) (extension of provisions to Northern Ireland) omit “the Companies Act 1985 or”, “section 745(1) of the Companies Act 1985 or” and “, as the case may be”.
104.—(1) Part 5 of the Local Government and Housing Act 1989 (companies in which local authorities have interests) is amended as follows.
(2) In section 67(2) (application of, and orders under, the Part), for “Chapter I of Part I of the Companies Act 1985 or the corresponding enactment for the time being in force in Northern Ireland” substitute “the Companies Acts (see section 1174 of, and Schedule 8 to, the Companies Act 2006)”.
(3) In section 68 (companies controlled by local authorities and arm’s length companies)—
(a) in subsection (1), for paragraph (a) substitute—
“(a) the company is at that time a subsidiary (as defined in section 1159 of the Companies Act 2006) of the local authority; or”;
(b) in subsection (4), for the words from the beginning to “in relation to subsection (3)” substitute “Paragraph 3 of Schedule 6 to the Companies Act 2006 (right to appoint or remove a majority of a company’s board of directors) and the following paragraphs of that Schedule as they have effect in relation to paragraph 3”.
105.—(1) The Limitation (Northern Ireland) Order 1989 is amended as follows.
(2) In Article 4(d) (time limit: actions founded on contract etc), omit sub-paragraph (ii).
(3) In Article 15 (time limit: actions founded on instruments under seal etc), omit paragraph (c).
106.—(1) Part 1 of the Insolvency (Northern Ireland) Order 1989 (introductory provisions) is amended as follows.
(2) In Article 2(2) (general interpretation: definitions)—
(a) before the definition of “business” insert—
““body corporate” includes a body incorporated outside Northern Ireland, but does not include—
a corporation sole, or
a partnership that, whether or not a legal person, is not regarded as a body corporate under the law by which it is governed;”;
(b) omit the definition of “the Companies Order”;
(c) after the definition of “EEA state” insert—
““employees’ share scheme” means a scheme for encouraging or facilitating the holding of shares in or debentures of a company by or for the benefit of—
the bona fide employees or former employees of—
the company,
any subsidiary of the company, or
the company’s holding company or any subsidiary of the company’s holding company, or
the spouses, civil partners, surviving spouses, surviving civil partners, or minor children or step-children of such employees or former employees;”;
(d) omit the definition of “office copy”.
(3) After Article 2(2) insert—
“(2A) The following expressions have the same meaning in this Order as in the Companies Acts—
“articles”, in relation to a company (see section 18 of the Companies Act 2006);
“debenture” (see section 738 of that Act);
“holding company” (see sections 1159 and 1160 of, and Schedule 6 to, that Act);
“the Joint Stock Companies Acts” (see section 1171 of that Act);
“overseas company” (see section 1044 of that Act);
“paid up” (see section 583 of that Act);
“private company” and “public company” (see section 4 of that Act);
“share” (see section 540 of that Act);
“subsidiary” (see sections 1159 and 1160 of, and Schedule 6 to, that Act).”.
(4) In Article 3(4) (meaning of “act as insolvency practitioner”), for the definition of “company” substitute—
““company” means—
a company registered under the Companies Act 2006 in Northern Ireland, or
a company that may be wound up under Part 6 of this Order (unregistered companies).”.
(5) In Article 4(5)(b) (meaning of “associate”), omit “(within the meaning of the Companies Order)”.
(6) In Article 5 (interpretation for Parts 2 to 7)—
(a) in paragraph (1), at the appropriate places insert—
““agent” does not include a person’s counsel acting as such;”
““books and papers” and “books or papers” includes accounts, deeds, writing and documents;”
““document” includes summons, notice, order and other legal process, and registers;”
““officer”, in relation to a body corporate, includes a director, manager or secretary;”;
(b) in that paragraph, for the definition of “the registrar” substitute—
““the registrar” means the registrar of companies for Northern Ireland;”;
(c) omit paragraph (2).
(7) In the heading preceding Article 12, omit “and the Companies Order”.
(8) In Article 12 (meaning of “receiver or manager”), omit “or the Companies Order”.
(9) In Article 13 (meaning of “contributory”)—
(a) in paragraph (1), omit “and the Companies Order”;
(b) omit paragraph (4).
107.—(1) Part 2 of the Insolvency (Northern Ireland) Order 1989 (company voluntary arrangements) is amended as follows.
(2) In Article 14(4) (meaning of “company”), for sub-paragraph (a) substitute—
“(a) a company registered under the Companies Act 2006 in Northern Ireland;”.
(3) In Article 20A (prosecution of delinquent officers of company)—
(a) in paragraph (3), for “Article 424 or 425 of the Companies Order” substitute “section 431 or 432 of the Companies Act 1985”;
(b) in paragraph (4), for “the Companies Order” substitute “the Companies Acts”.
(4) In Schedule A1 (moratorium where directors propose voluntary arrangement)—
(a) in paragraph 3 (qualifying conditions for moratorium)—
(i) in sub-paragraph (2)(b), for “that Order” substitute “that Act”;
(ii) after sub-paragraph (5) insert—
“(6) Expressions used in this paragraph that are defined expressions in Part 15 of the Companies Act 2006 (accounts and reports) have the same meaning in this paragraph as in that Part.”;
(b) in paragraphs 31(8) and 44(2) for “an office copy” substitute “a copy”.
108. In Part 3 of the Insolvency (Northern Ireland) Order 1989 (administration), in paragraph 1(1A) of Schedule B1 (meaning of “company”), for paragraph (a) substitute—
“(a) a company registered under the Companies Act 2006 in Northern Ireland,”.
109.—(1) Part 3 of the Insolvency (Northern Ireland) Order 1989 (administration) as it has effect by virtue of—
(a) Article 4 of the Insolvency (Northern Ireland) Order 2005 (special administration regimes), or
(b) paragraph 2(3) or (4) of the Insolvency (2005 Order) (Transitional Provisions and Savings) Order (Northern Ireland) 2006,
(that is, without the amendments made by the Insolvency (Northern Ireland) Order 2005) is amended as follows.
(2) In Article 27(4) (general powers), for “the memorandum or articles of association” substitute “the company’s articles”.
(3) In Articles 28(7), 30(4), 33(2), 36(6) and 39(6) (which impose duties to send a copy of a court order to the registrar of companies), for “an office copy” substitute “a copy”.
110.—(1) Part 4 of the Insolvency (Northern Ireland) Order 1989 (receivership) is amended as follows.
(2) At the beginning of the Part, under the heading “General provisions” insert—
39A. In this Part “company” means a company registered under the Companies Act 2006 in Northern Ireland.”.
(3) In Article 53(5) (power to dispose of charged property), for “An office copy” substitute “A copy”.
111.—(1) Part 5 of the Insolvency (Northern Ireland) Order 1989 (winding up of registered companies) is amended as follows.
(2) In the Part heading for “the Companies Orders” substitute “the Companies Act 2006”.
(3) For Article 60 (alternative modes of winding up), and the heading preceding it, substitute—
60.—(1) This Part applies to the winding up of a company registered under the Companies Act 2006 in Northern Ireland.
(2) The winding up may be either—
(a) voluntary (see Chapters 2 to 5), or
(b) by the High Court (see Chapter 6).
(3) This Chapter and Chapters 7 to 10 relate to winding up generally, except where otherwise stated.”.
(4) In Article 61(2) (liability as contributories of present and past members)—
(a) in sub-paragraph (c), omit “in pursuance of the Companies Order and this Order”;
(b) in sub-paragraph (e), for “the Companies Order” substitute “the Companies Acts”.
(5) Omit Article 62 (directors with unlimited liability).
(6) Article 63 (liability of past directors and shareholders) is amended as follows—
(a) in paragraph (1)(a) for the words from “Chapter VII” to “own shares)” substitute “Chapter 5 of Part 18 of the Companies Act 2006 (acquisition by limited company of its own shares: redemption or purchase by private company out of capital)”;
(b) in paragraph (2)(b) for “Article 183(3) of the Companies Order” substitute “section 714(1) to (3) of the Companies Act 2006”;
(c) in paragraph (5) for “Articles 61 and 62 do not apply” substitute “Article 61 does not apply”;
(d) omit paragraph (6).
(7) In Article 64 (limited company formerly unlimited)—
(a) in paragraph (1) for the words from “re-registered” to the end substitute “re-registered as a limited company.”;
(b) in paragraph (3) omit “under the Companies Order and this Order”.
(8) In Article 65(1) (unlimited company formerly limited), omit the words from “under Article 59” to the end.
(9) In Article 69 (companies registered under Companies Order, Part 22, Chapter 2)—
(a) for the heading substitute “Companies registered but not formed under the Companies Act 2006”;
(b) in paragraph (1) for the words from “has been registered” to the end substitute “is registered but not formed under the Companies Act 2006.”.
(10) In Article 70 (resolutions for voluntary winding up), the paragraph (3) substituted for paragraph (2) by paragraph 58(3) of Schedule 4 to the Companies Act 2006 (Commencement No. 3, Consequential Amendments, Transitional Provisions and Savings) Order 2007(13) is renumbered (2).
(11) In Article 96(1)(a) (acceptance of shares etc as consideration for sale of company property), for “a company within the meaning of the Companies Order” substitute “a company registered under the Companies Act 2006”.
(12) In Article 98(3) (reference of questions to High Court: duty to send copy of order to registrar of companies), for “An office copy” substitute “A copy”.
(13) In Article 102(c) (grounds for winding up: old public company), for “Article 3 of the Companies Consolidation (Consequential Provisions) (Northern Ireland) Order 1986” substitute “Schedule 3 to the Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009”.
(14) In Article 104 (application for winding up), omit paragraph (4).
(15) In Article 104A(1)(a) (petition for winding up on grounds of public interest: report made or information obtained under company investigation provisions), for “Part XV of the Companies Order” substitute “Part 14 of the Companies Act 1985”.
(16) In Article 106(2) (power to stay or restrain proceedings against company), for the words from “a company registered” to “previous corresponding legislation” substitute “a company registered but not formed under the Companies Act 2006”.
(17) In Article 110 (consequences of winding up order)—
(a) in paragraph (1) for “an office copy” substitute “a copy”;
(b) in paragraph (3) for “registered under Article 629 of the Companies Order” substitute “registered but not formed under the Companies Act 2006”.
(18) In Article 125(3) (power to stay winding up order: duty to send copy of order to registrar of companies), for “An office copy” substitute “A copy”.
(19) In Articles 126(1) and 127(1) (provisions as to powers of the court), omit “in pursuance of the Companies Order or this Order”.
(20) In Article 136 (powers of court to be cumulative), for the words from “by this Order” to “on the High Court” substitute “on the High Court by this Order”.
(21) In Article 137(1) (delegation of powers to liquidator), omit “by the Companies Order and this Order”.
(22) In Article 158(2)(c) (power to make over assets to employees) for “memorandum or articles” substitute “articles”.
(23) In Article 164(3) (meeting to ascertain wishes of creditors or contributories), omit “by the Companies Order or the company’s articles”.
(24) In Article 166(4) (power to defer date of dissolution: duty to send copy of order to registrar of companies), for “an office copy” substitute “a copy”.
(25) In Article 176 (summary remedy against delinquent directors etc), omit paragraph (6).
(26) In Article 178 (wrongful trading: definitions), for paragraph (7) substitute—
“(7) In this Article “director” includes a shadow director.”.
(27) In Article 179 (proceedings under Articles 177 and 178), omit paragraph (6).
(28) In Article 180 (restriction on re-use of company names), for paragraph (8) substitute—
“(8) In this Article “company” includes a company which may be wound up under Part 6 (unregistered companies).”.
(29) In Article 181 (personal liability for debts following contravention of Article 180), for paragraph (6) substitute—
“(6) In this Article “company” has the same meaning as in Article 180.”.
(30) In Article 182(4) (prosecution of delinquent officers and members of company), for “Article 424 or 425 of the Companies Order” substitute “section 431 or 432 of the Companies Act 1985”.
(31) In Article 183(1) (obligations arising under Article 182), for “the Companies Order” substitute “the Companies Act 1985”.
112.—(1) Part 6 of the Insolvency (Northern Ireland) Order 1989 (winding up of unregistered companies) is amended as follows.
(2) For Article 184 (meaning of “unregistered company”) substitute—
184. For the purposes of this Part “unregistered company” includes any association and any company, with the following exceptions—
(a) a railway company incorporated by a statutory provision;
(b) a company registered under the Companies Act 2006 in any part of the United Kingdom.”.
(3) In Article 185(1) (winding up of unregistered companies) omit “and the Companies Order”.
(4) In Article 190 (contributories in winding up of unregistered company), omit paragraph (3) (which is unnecessary).
(5) In Article 193 (provisions of Part 6 to be cumulative)—
(a) in paragraph (1) for “companies formed and registered under the Companies Order” substitute “companies registered under the Companies Act 2006 in Northern Ireland”;
(b) omit paragraph (2).
113. In Part 13 of the Insolvency (Northern Ireland) Order 1989 (public administration), in Article 359(2)(a) (company insolvency rules), for “the Companies Order” substitute “the Companies (Northern Ireland) Order 1986”.
114.—(1) Part 14 of the Insolvency (Northern Ireland) Order 1989 (miscellaneous provisions) is amended as follows.
(2) In Schedule 7 (punishment of offences under the Order), in the entries relating to Articles 28(8), 30(5), 53(6) and 166(4) and paragraph 31(9) of Schedule A1, for “office copy” substitute “copy”.
(3) In Schedule 8 (transitional provisions and savings), for “the Companies Order” (wherever occurring) substitute “the Companies (Northern Ireland) Order 1986”.
115. In Part 15 of the Insolvency (Northern Ireland) Order 1989 (supplementary provisions), after Article 385 insert—
386.—(1) This Article applies where a company has made default in complying with any obligation under this Order—
(a) to deliver a document to the registrar, or
(b) to give notice to the registrar of any matter.
(2) The registrar, or any member or creditor of the company, may give notice to the company requiring it to comply with the obligation.
(3) If the company fails to make good the default within 14 days after service of the notice, the registrar, or any member or creditor of the company, may apply to the High Court for an order directing the company, and any specified officer of it, to make good the default within a specified time.
(4) The High Court’s order may provide that all costs of or incidental to the application are to be borne by the company or by any officers of it responsible for the default.
(5) This Article does not affect the operation of any enactment imposing penalties on a company or its officers in respect of any such default.
387. The provisions of this Order requiring documents to be forwarded or delivered to, or filed with, the registrar apply in relation to an overseas company that is required to register particulars under section 1046 of the Companies Act 2006 as they apply in relation to a company registered under that Act in Northern Ireland.”.
116. In section 39(3) of the Planning (Hazardous Substances) Act 1990 (interpretation: bodies corporate treated as one person), in paragraph (a) for “section 736 of the Companies Act 1985” substitute “section 1159 of the Companies Act 2006”.
117.—(1) The Enterprise and New Towns (Scotland) Act 1990 is amended as follows.
(2) In section 4(2) (functions of Scottish Enterprise to be carried on through company or partnership), for “within the meaning of the Companies Act 1985” substitute “as defined in section 1(1) of the Companies Act 2006”.
(3) In section 8(1) (powers of Scottish Enterprise and Highlands and Islands Enterprise), in paragraph (l) (formation and promotion of companies) for “(within the meaning of the Companies Act 1985)” substitute “under the Companies Act 2006”.
(4) In section 36(1) (interpretation), in the definition of “subsidiary” and “wholly-owned subsidiary” for “section 736 of the Companies Act 1985” substitute “section 1159 of the Companies Act 2006”.
118. In section 105(6) of the Courts and Legal Services Act 1990 (tying-in arrangements: meaning of “group of companies”), for “section 736 of the Companies Act 1985” substitute “section 1159 of the Companies Act 2006”.
119.—(1) The Broadcasting Act 1990 is amended as follows.
(2) In section 135 (initial government holding in nominated company), in subsection (4)(b) (shares to be treated as fully paid up), for “the Companies Act 1985” substitute “the Companies Act 2006”.
(3) In section 141(1) (interpretation of Part 4), in the definition of “subsidiary” for “section 736 of the Companies Act 1985” substitute “section 1159 of the Companies Act 2006”.
(4) In Schedule 2 (restrictions on holding of licences), in paragraph 1(1), in the definition of “equity share capital” for “the Companies Act 1985” substitute “the Companies Acts (see section 548 of the Companies Act 2006)”.
120. In section 30(5) of the Environmental Protection Act 1990 (meaning of “waste disposal contractor”), in the closing words—
(a) for “has the same meaning as in the Companies Act 1985” substitute “means a company as defined in section 1(1) of the Companies Act 2006”, and
(b) for “alteration of the company’s objects” substitute “alteration of the company’s articles so as to add, remove or alter a statement of the company’s objects”.
121. In section 2(1) of the Natural Heritage (Scotland) Act 1991 (powers of Scottish Natural Heritage), in paragraph (e) (formation and promotion of companies) for “(within the meaning of the Companies Act 1985)” substitute “under the Companies Act 2006”.
122. In section 1(4) of the Atomic Weapons Establishment Act 1991 (arrangements for the carrying on of certain activities), for the definition of “company” and “formed” substitute—
““company” means a company as defined in section 1(1) of the Companies Act 2006 and “formed”, in relation to a company, includes the alteration of the company’s articles so as to add, remove or alter a statement of the company’s objects;”.
123. In section 44(2A)(c) of the Child Support Act 1991 (jurisdiction over non-resident parents employed by UK companies), for “registered under the Companies Act 1985 in England and Wales or in Scotland, or under the Companies (Northern Ireland) Order 1986” substitute “registered under the Companies Act 2006”.
124.—(1) The Ports Act 1991 is amended as follows.
(2) In section 1(2) (power of port authorities to form companies for purposes of transfer of certain statutory port undertakings), for “the Companies Act 1985” substitute “the Companies Act 2006”.
(3) In section 3(4)(b) (initial issue of securities in successor company: securities to be treated as fully paid up), for “the Companies Act 1985” substitute “the Companies Act 2006”.
(4) In section 9(2) and (6)(b) (schemes made by relevant port authority), for “memorandum and articles” substitute “articles”.
(5) In section 12(7)(b) (schemes made by the Secretary of State), for “memorandum and articles” substitute “articles”.
(6) In section 21(2) (power of Port of London Authority to form company for certain purposes), for “registered under the Companies Act 1985” substitute “registered under the Companies Act 2006”.
(7) In section 22(3) and (6) (transfer to company of relevant property, etc, of the Port Authority), for “memorandum and articles” substitute “articles”.
(8) In section 40(1) (general interpretation)—
(a) in the definition of “equity share capital” for “section 744 of the Companies Act 1985” substitute “section 548 of the Companies Act 2006”;
(b) in the definition of “subsidiary” and “wholly-owned subsidiary” for “section 736 of the Companies Act 1985” substitute “section 1159 of the Companies Act 2006”.
125. In section 76 of the Agricultural Holdings (Scotland) Act 1991 (power of land improvement companies to advance money), for “incorporated under the Companies Act 1985 or under the former Companies Acts within the meaning of that Act” substitute “formed and registered under the Companies Act 2006”.
The Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009