C5C4C2C1C3F1Part 26F2Arrangements and reconstructions: general

Annotations:
Modifications etc. (not altering text)
C5

Pt. 26 power to apply (with modifications) conferred (1.8.2014) by Co-operative and Community Benefit Societies Act 2014 (c. 14), s. 118(1)(2)154 (with Sch. 5)

C4

Pts. 1-39 modified (31.12.2020) by Regulation (EC) No. 2157/2001, Art. AAA1(3) (as inserted by The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 (S.I. 2018/1298), regs. 1, 97 (with regs. 140-145) (as amended by S.I. 2020/523, regs. 1(2), 5(a)-(f)); 2020 c. 1, Sch. 5 para. 1(1))

Obligations of company with respect to articles etc

901Obligations of company with respect to articles etc

1

This section applies—

a

to any order under section 899 (order sanctioning compromise or arrangement), and

b

to any order under section 900 (order facilitating reconstruction or amalgamation) that alters the company's constitution.

2

If the order amends—

a

the company's articles, or

b

any resolution or agreement to which Chapter 3 of Part 3 applies (resolution or agreement affecting a company's constitution),

the copy of the order delivered to the registrar by the company under section 899(4) or section 900(6) must be accompanied by a copy of the company's articles, or the resolution or agreement in question, as amended.

3

Every copy of the company's articles issued by the company after the order is made must be accompanied by a copy of the order, unless the effect of the order has been incorporated into the articles by amendment.

4

In this section—

a

references to the effect of the order include the effect of the compromise or arrangement to which the order relates; and

b

in the case of a company not having articles, references to its articles shall be read as references to the instrument constituting the company or defining its constitution.

5

If a company makes default in complying with this section an offence is committed by—

a

the company, and

b

every officer of the company who is in default.

6

A person guilty of an offence under this section is liable on summary conviction to a fine not exceeding level 3 on the standard scale.