SCHEDULE 1PROVISIONS OF THE COMPANIES ACTS APPLYING TO UNREGISTERED COMPANIES

A company's capacity and related matters3

The following provisions of the Companies Act 2006 apply to unregistered companies—

a

sections 39 and 40 (a company's capacity and power of directors to bind company);

b

section 41 (constitutional limitations: transactions involving directors or their associates);

c

section 42 (constitutional limitations: companies that are charities);

d

sections 43, 44, 45(1) and 46 (formalities of doing business under the law of England and Wales or Northern Ireland);

e

section 48 (execution of documents under the law of Scotland);

f

section 50 (official seal for share certificates);

g

section 51 (pre-incorporation contracts, deeds and obligations).