The Companies (Forms) (Amendment) Regulations 1992

Statutory Instruments

1992 No. 3006

COMPANIES

The Companies (Forms) (Amendment) Regulations 1992

Made

20th November 1992

Coming into force

1st January 1993

The Secretary of State, in exercise of the powers conferred on him by the enactments specified in Schedule 1 to these Regulations, hereby makes the following Regulations:

1.  These Regulations may be cited as the Companies (Forms) (Amendment) Regulations 1992, and shall come into force on 1st January 1993.

2.  In these Regulations—

“the Act” means the Companies Act 1985(1);

“the 1985 Regulations” means the Companies (Forms) Regulations(2).

3.  For the purpose of paragraphs 5(b), 6(1)(b) and 7(1) of Schedule 21A, paragraphs 2(b), 3(b) and 12(2) of Schedule 21C, and paragraphs 2(4) and 10(2) of Schedule 21D to the Act, a translation of a document into English shall be certified to be a correct translation—

(a) if the translation was made in the United Kingdom, by—

(i) a notary public in any part of the United Kingdom;

(ii) a solicitor (if the translation was made in Scotland), a solicitor of the Supreme Court of Judicature of England and Wales (if it was made in England or Wales), or a solicitor of the Supreme Court of Judicature of Northern Ireland (if it was made in Northern Ireland); or

(iii) a person certified by a person mentioned in sub-paragraphs (i) and (ii) above to be known to him to be competent to translate the document into English; or

(b) if the translation was made outside the United Kingdom, by—

(i) a notary public;

(ii) a person authorised in the place where the translation was made to administer an oath;

(iii) any of the British officials mentioned in section 6 of the Commissioner for Oaths Act 1889; or

(iv) a person certified by a person mentioned in sub-paragraphs (i) to (iii)

above to be known to him to be competent to translate the document into English.

4.—(1) The forms set out in Schedule 2, with such variation as circumstances require, are the forms prescribed for the purpose of the provisions of the 1985 Act which are referred to in those forms.

(2) The particulars contained in the forms listed in Schedule 3 are the particulars prescribed for the purpose of the provisions of the Act which are referred to in those forms.

5.—(1) Forms 691, 694(a) and 694(b) in Schedule 3 to the 1985 Regulations are revoked except to the extent specified in paragraph (2) below.

(2) Notwithstanding paragraph (1) above or regulation 4(1), Forms 691 in Schedule 3 to the 1985 Regulations may continue to be used in relation to a return and declaration delivered for registration of a place of business of an oversea company made before 1st January 1994.

(3) Notwithstanding paragraph (1) or regulation 4(1), Forms 694(a) and 694(b) in Schedule 3 to the 1985 Regulations may continue to be used in relation to a return of a statement of name under which an oversea company proposes to carry on business in Great Britain made before 1st January 1994.

David Durham

A Grade 4 Officer in the

Department of Trade and Industry

20th November 1992

SCHEDULE 1

The Companies Act 1985—

• sections 691; 694(4)(a) and (b); 703P(1), (3) and (5); 703Q(1) and (2)(3); and 744. Schedule 21A, paragraphs 1(1), 7(1) and 8(2)(4) .

Regulation 4(1)

SCHEDULE 2 PRESCRIBED FORMS

Regulation 4(2)

SCHEDULE 3 PRESCRIBED PARTICULARS IN PRESCRIBED FORMS

Forms BR2; BR3; BR4; BR5; and BR6.

Explanatory Note

(This note is not part of the Regulations)

These Regulations prescribe forms to be used in filing particulars with the registrar of companies in connection with the new regime for the registration of branches of oversea companies, introduced by the Oversea Companies and Credit and Financial Institutions (Branch Disclosure) Regulations 1992 (S.I. 1992/3179).

They also prescribe amended forms (Forms 691, 694(4)(a) and 694(4)(b)) in connection with the registration of a place of business of an oversea company pursuant to section 691, and the registration of names of oversea companies. There is, however, a transitional provision permitting the continued use of the existing forms for a period of 12 months following the commencement of these Regulations.

The Regulations also provide how certain translations of documents, required to be filed with the registrar of companies in respect of the branches of oversea companies, are to be certified.

(1)

1985 c. 6, a relevant amending instrument being the Oversea Companies and Credit and Financial Institutions (Branch Disclosure) Regulations 1992, S.I. 1992/3179.

(2)

S.I. 1985/854, a relevant amending instrument being S.I. 1990/1766.

(3)

Sections 703P and 703Q were inserted into the Companies Act 1985 by paragraph 19 of Schedule 2 to the Oversea Companies and Credit and Financial Institutions (Branch Disclosure) Regulations 1992, S.I. 1992/3179.

(4)

Schedule 21A was inserted into the Companies Act 1985 by paragraph 3 of Schedule 2 to the Oversea Companies and Credit and Financial Institutions (Branch Disclosure) Regulations 1992, S.I. 1992/3179.