The Companies Act 1989 (Commencement No. 6 and Transitional and Saving Provisions) Order 1990

Explanatory Note

(This note is not part of the Order)

This Order brings into force certain of the provisions of the Companies Act 1989.

Article 2 of this Order commences, in Part V of the 1989 Act, sections 129 (Membership of holding company), 130 together with Schedule 17 (Company contracts and execution of documents by companies), 138 (Increase of limits on certain exemptions in Part X of the Companies Act 1985) and section 144 together with Schedule 18 (new definitions of “subsidiary”, “holding company” and “wholly-owned subsidiary”). Sections 129 and 144, together with Schedule 18, come into force on 1st November 1990 whilst sections 130 and 138 and Schedule 17 come into force on 31st July 1990.

Section 138 is commenced subject to a saving provision with respect to past events, which is set out in article 5 of the Order.

Section 144 and Schedule 18 are commenced subject to transitional provisions set out in article 6 of the Order. Those provisions, in outline, preserve the pre-existing definitions of “subsidiary”, “holding company” and “wholly-owned subsidiary” for the purposes of the accounts of companies and certain other bodies for financial years commencing prior to 23rd December 1989 (in relation to which the Companies Act 1989 (Commencement No. 4 and Transitional and Saving Provisions) Order 1990 largely preserves the pre-1989 Act law on the content of accounts).

Article 3 of this Order brings into force Part IX of the Companies Act 1989 on 1st November 1990. Part IX enables provision to be made by Regulations for title to securities to be evidenced and transferred without a written instrument.

Article 4 of this Order brings into force on 31st July 1990 section 211(2)and (3) (Building Societies: miscellaneous amendments) and certain repeals effected by Schedule 24 and section 212. Section 211(2) and (3) are commenced subject to a saving provision set out in article 7 of the Order.

Article 8 of this Order inserts a reference to the actual date of commencement of section 129 of the 1989 Act into the new section 23 of the Companies Act 1985 inserted by that former section.