The Companies Act 2006 (Consequential Amendments etc) Order 2008

JurisdictionUK Non-devolved
CitationSI 2008/948

2008 No. 948

Companies

The Companies Act 2006 (Consequential Amendments etc) Order 2008

Made 1st April 2008

Coming into force in accordance with article 2

The Secretary of State makes the following Order in exercise of the powers conferred by sections 1292, 1294 and 1296 of the Companies Act 20061.

In accordance with sections 1290 and 1294(6) of that Act, a draft of this instrument was laid before Parliament and approved by a resolution of each House of Parliament.

Citation
S-1 Citation

Citation

1. This Order may be cited as the Companies Act 2006 (Consequential Amendments etc) Order 2008.

Coming into force
S-2 Coming into force

Coming into force

2.—(1) The provisions of this Order come into force as follows.

(2) Articles 1 to 3 and 5 to 12 and Schedules 1 and 2 come into force on 6th April 2008.

(3) Article 4 and Schedules 3 and 4 come into force on 1st October 2008.

Consequential amendments, repeals and revocations: 6th April 2008
S-3 Consequential amendments, repeals and revocations: 6th April 2008

Consequential amendments, repeals and revocations: 6th April 2008

3.—(1) Schedule 1 to this Order contains amendments coming into force on 6th April 2008—

(a)

(a) Part 1 contains amendments about eligibility for appointment as auditor and related matters;

(b)

(b) Part 2 contains other amendments.

(2) Schedule 2 to this Order contains repeals and revocations coming into force on that date.

Consequential amendments, repeals and revocations: 1st October 2008
S-4 Consequential amendments, repeals and revocations: 1st October 2008

Consequential amendments, repeals and revocations: 1st October 2008

4.—(1) Schedule 3 to this Order contains amendments coming into force on 1st October 2008.

(2) Schedule 4 to this Order contains repeals and revocations coming into force on that date.

Eligibility for appointment as statutory auditor: effect of appointing partnership
S-5 Eligibility for appointment as statutory auditor: effect of appointing partnership

Eligibility for appointment as statutory auditor: effect of appointing partnership

5.—(1) Section 1216 of the Companies Act 2006 (effect of appointing partnership) applies in relation to any statutory appointment where eligibility for the appointment depends on eligibility for appointment as a statutory auditor under Part 42 of that Act.

(2) In subsection (6)(b) of that section as it applies by virtue of this article, the reference to being prohibited by virtue of section 1214(1) of that Act from acting as statutory auditor shall be read as including a reference to being prohibited or disqualified from acting, or ineligible or disqualified for appointment, on the ground of lack of independence (of any description) by virtue of any other enactment applying in relation to the appointment.

(3) For the purposes of this article a “statutory appointment” means an appointment in pursuance of an enactment authorising or requiring the making of the appointment.

(4) This article applies only where that enactment was passed or made before 6th April 2008.

Provisions referred to in amendments
S-6 Provisions referred to in amendments

Provisions referred to in amendments

6.—(1) The following provisions have effect in relation to any amendment made by this Order.

(2) Any reference to the Companies Act 2006, the provisions of that Act or any particular provision of that Act includes any provision made under that Act or, as the case may be, the provision referred to.

(3) Any provision of the Companies Act 2006 referred to in the amendment has effect for the purposes of the amendment although not yet brought into force generally.

(4) Where by virtue of any transitional provision a provision of the Companies Act 2006 has effect only—

(a)

(a) on or after a specified date, or

(b)

(b) in relation to matters occurring or arising on or after a specified date,

any amendment substituting or inserting a reference to that provision has effect correspondingly.

(5) Without prejudice to the generality of paragraph (4), the provisions of paragraph 35 of Schedule 4 to the Companies Act 2006 (Commencement No. 5, Transitional Provisions and Savings) Order 20072apply in any case where the effect of an amendment made by this Order is that the lawfulness of a distribution depends on Part 23 of the Companies Act 2006, or any provision of that Part, applying in relation to accounts for financial years beginning before 6th April 2008.

Savings for provisions relating to execution of documents

Savings for provisions relating to execution of documents

S-7 The repeal of provisions of section 36A of the Companies Act...

7.—(1) The repeal of provisions of section 36A of the Companies Act 19853(execution of documents) does not affect the operation of that section as applied by the Foreign Companies (Execution of Documents) Regulations 19944.

(2) That section as so applied does not apply to companies registered in Northern Ireland to which section 44 of the Companies Act 2006 applies.

S-8 The repeal of provisions of Article 46A of the Companies...

8.—(1) The repeal of provisions of Article 46A of the Companies (Northern Ireland) Order 19865(execution of documents) does not affect the operation of that Article—

(a)

(a) in relation to a liquidator of a company6, or

(b)

(b) as applied by the Foreign Companies (Execution of Documents) Regulations (Northern Ireland) 20037.

(2) That Article as so applied does not apply to companies registered in Great Britain to which section 44 of the Companies Act 2006 applies.

Saving for accounting definitions
S-9 Saving for accounting definitions

Saving for accounting definitions

9.—(1) The repeal of paragraphs 88 and 89 of Schedule 4 to the Companies Act 1985 (accounting definitions) does not affect the operation of those provisions for the purposes of section 152(2) or 172(2)(b)(i) of that Act.

(2) The repeal of paragraphs 87 and 88 of Schedule 4 to the Companies (Northern Ireland) Order 1986 (accounting definitions) does not affect the operation of those provisions for the purposes of Article 162(2) or 182(2)(b)(i) of that Order.

Saving for earlier consequential amendments
S-10 Saving for earlier consequential amendments

Saving for earlier consequential amendments

10. The repeal of section 50 of the Companies Act 19898or Article 52 of the Companies (Northern Ireland) Order 19909(appointment etc of auditors: power to make consequential amendments) does not affect any amendments made by regulations under that section10or Article11that are in force immediately before 6th April 2008.

Saving for limited liability partnerships
S-11 Saving for limited liability partnerships

Saving for limited liability partnerships

11. Nothing in this Order affects any provision of the Companies Act 1985 or the Companies (Northern Ireland) Order 1986 as applied by the Limited Liability Partnerships Regulations 200112or the Limited Liability Partnerships Regulations (Northern Ireland) 200413to limited liability partnerships.

General saving
S-12 General saving

General saving

12. The amendments, revocations and repeals made by this Order do not affect the operation of section 1297 of the Companies Act 2006 (continuity of the law).

Gareth Thomas

Parliamentary Under Secretary of State for Trade and Consumer Affairs,

Department for Business, Enterprise and Regulatory Reform

1st April 2008

SCHEDULE 1

Article 3(1)

AMENDMENTS COMING INTO FORCE ON 6TH APRIL 2008

1 AMENDMENTS ABOUT ELIGIBILITY FOR APPOINTMENT AS AUDITOR AND RELATED MATTERS

PART 1

AMENDMENTS ABOUT ELIGIBILITY FOR APPOINTMENT AS AUDITOR AND RELATED MATTERS

References to eligibility under section 25 of the Companies Act 1989 or Article 28 of the Companies (Northern Ireland) Order 1990

References to eligibility under section 25 of the Companies Act 1989 or Article 28 of the Companies (Northern Ireland) Order 1990

SCH-1.1

1. In the following provisions14, for “company auditor under section 25 of the Companies Act 1989” substitute “statutory auditor under Part 42 of the Companies Act 2006”—

(a) section 7(2A) of the Industrial Organisation and Development Act 194715(accounts of development councils);

(b) paragraph 66 of the British Wool Marketing Scheme 1950 (accounts of Wool Marketing Board)16;

(c) section 24(2) of the Transport Act 196217(accounts of transport boards);

(d) section 13(2) of the Hairdressers (Registration) Act 196418(accounts of Hairdressers Registration Council);

(e) section 21(5)(b) of the Cereals Marketing Act 196519(accounts of Home-Grown Cereals Authority);

(f) paragraph 13 of Schedule 1 to the Teaching Council (Scotland) Act 196520(accounts of Teaching Council);

(g) section 12(2) of the Universities (Scotland) Act 196621(accounts of universities);

(h) section 19(3) of the Agriculture Act 196722(accounts of Meat and Livestock Commission);

(i) section 39(3) of the New Towns (Scotland) Act 196823(accounts of development corporation);

(j) section 7(1) of the Friendly and Industrial and Provident Societies Act 196824(qualified auditors);

(k) section 14(2) of the Transport Act 196825(accounts of passenger transport executive), as it has effect in Scotland and Northern Ireland;

(l) paragraph 19(2) of Schedule 4 to the Hallmarking Act 197326(accounts of British Hallmarking Council);

(m) section 97(7)(a) of the Local Government (Scotland) Act 197327(appointment by Accounts Commission for Scotland);

(n) section 36(1) of the Friendly Societies Act 197428(qualified auditors);

(o) paragraph 12(2) of Schedule 1 to the Farriers (Registration) Act 197529(accounts of Farriers Registration Council);

(p) paragraph 14 of the Schedule to the Theatres Trust Act 197630(accounts of Theatres Trust);

(q) section 17(8) of the Aircraft and Shipbuilding Industries Act 197731(accounts of British Shipbuilders);

(r) article 10(3) of the Sheffield Assay Office Order 197832(accounts of the Guardians of the Standard of Wrought Plate within the Town of Sheffield);

(s) section 22(6) of the Crown Agents Act 197933as applied by paragraph 20...

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