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The Companies (Audit, Investigations and Community Enterprise) (Northern Ireland) Order 2005

Status:

This is the original version (as it was originally made).

  1. Introductory Text

  2. PART I INTRODUCTORY

    1. 1.Title and commencement

    2. 2.Interpretation

  3. PART II AUDITORS, ACCOUNTS, DIRECTORS' LIABILITIES AND INVESTIGATIONS

    1. CHAPTER I AUDITORS

      1. Recognised supervisory bodies

        1. 3.Additional requirements for recognition of supervisory bodies

        2. 4.Arrangements to which additional requirements for recognition relate

      2. Delegation of functions of Department in relation to auditors

        1. 5.Delegation of functions by Department to new or existing body

        2. 6.Circumstances in which the Department may delegate functions to existing body

        3. 7.Supplementary provisions about delegation orders

      3. Auditors' qualifications

        1. 8.Approval of overseas qualifications for auditors

      4. Services provided by auditors

        1. 9.Disclosure of services provided by auditors and related remuneration

    2. CHAPTER II ACCOUNTS AND REPORTS

      1. Auditing of accounts

        1. 10.Auditors' rights to information

        2. 11.Statement in directors' report as to disclosure of information to auditors

      2. Defective accounts

        1. 12.Persons authorised to apply to court in connection with defective accounts

        2. 13.Power of person authorised to require documents, information and explanations

      3. Directors' reports

        1. 14.Power to specify bodies who may issue reporting standards

        2. 15.Application of provisions inserted by Article 13 to certain bodies

      4. Bodies concerned with accounting standards etc.

        1. 16.Grants to bodies concerned with accounting standards etc.

        2. 17.Exemption from liability

    3. CHAPTER III DIRECTORS' LIABILITIES

      1. 18.Relaxation of prohibition on provisions protecting directors etc. from liability

      2. 19.Funding of director’s expenditure on defending proceedings

    4. CHAPTER IV INVESTIGATIONS

      1. 20.Power to require documents and information

      2. 21.Protection in relation to certain disclosures

      3. 22.Power to enter and remain on premises

      4. 23.Failure to comply with certain requirements

    5. CHAPTER V MINOR AND CONSEQUENTIAL AMENDMENTS AND REPEALS

      1. 24.Minor and consequential amendments and repeals

  4. PART III COMMUNITY INTEREST COMPANIES

    1. Introductory

      1. 25.Community interest companies

      2. 26.Regulator

      3. 27.Appeal Officer

      4. 28.Official Property Holder

    2. Requirements

      1. 29.Cap on distributions and interest

      2. 30.Distribution of assets on winding up

      3. 31.Memorandum and articles

      4. 32.Names

      5. 33.Community interest company reports

      6. 34.Community interest test and excluded companies

    3. Becoming a community interest company

      1. 35.New companies

      2. 36.Existing companies: requirements

      3. 37.Existing companies: decisions etc.

      4. 38.Existing companies: charities

    4. Supervision by Regulator

      1. 39.Conditions for exercise of supervisory powers

      2. 40.Investigation

      3. 41.Audit

      4. 42.Civil proceedings

      5. 43.Appointment of director

      6. 44.Removal of director

      7. 45.Appointment of manager

      8. 46.Property

      9. 47.Transfer of shares etc.

      10. 48.Petition for winding up

      11. 49.Dissolution and striking off

    5. Change of status

      1. 50.Re-registration

      2. 51.Ceasing to be a community interest company

      3. 52.Becoming a charity: requirements

      4. 53.Becoming a charity: decisions

      5. 54.Becoming an industrial and provident society

    6. Supplementary

      1. 55.Fees

      2. 56.Extension of provisions about registrar etc.

      3. 57.Information

      4. 58.Orders made by Regulator

      5. 59.Regulations

      6. 60.Interpretation of Part III

  5. Signature

  6. SCHEDULES

    1. SCHEDULE 1

      NEW SCHEDULE 7B TO THE COMPANIES (NORTHERN IRELAND) ORDER 1986

    2. SCHEDULE 2

      MINOR AND CONSEQUENTIAL AMENDMENTS RELATING TO PART II

      1. PART I AMENDMENTS RELATING TO AUDITORS

        1. Companies (Northern Ireland) Order 1990 (NI 5)

          1. 1.The 1990 Order has effect subject to the following amendments....

          2. 2.In Article 33(5), for “Parts I and II” substitute “Parts...

          3. 3.In Articles 42(1)(a) and 49(3)(c), for “established” substitute “designated”.

      2. PART II AMENDMENTS RELATING TO ACCOUNTS AND REPORTS

        1. Companies (Northern Ireland) Order 1986 (NI 6)

          1. 4.The 1986 Order has effect subject to the following amendments....

          2. 5.In Article 257E(2)(d) (rights to information)— (a) for “Article 397A(1)...

          3. 6.In Article 680(1) and (2)(a) (prosecution by public authorities), after...

          4. 7.In Article 680A(1) (offences by body corporate), after “253E(3)” insert...

          5. 8.In Article 680B(1) (criminal proceedings against unincorporated bodies)—

          6. 9.(1) Schedule 23 (punishment of offences) is amended as follows....

      3. PART III AMENDMENTS RELATING TO INVESTIGATIONS

        1. Companies (Northern Ireland) Order 1986 (NI 6)

          1. 10.The 1986 Order has effect subject to the following amendments....

          2. 11.After Article 440 (Department’s power to require production of documents)...

          3. 12.For Article 442 (provision for security of information obtained) substitute—...

          4. 13.For Article 444 (punishment for furnishing false information) substitute— Punishment...

          5. 14.(1) Article 444A (disclosure of information by Department or inspector)...

          6. 15.In Article 445 (privileged information)— (a) for paragraph (1) substitute—...

          7. 16.In Article 680 (prosecution by public authorities)—

          8. 17.In Article 680A (offences by bodies corporate)—

          9. 18.In Article 680B(1) (criminal proceedings against unincorporated bodies), for “440...

          10. 19.After Schedule 15B insert— SCHEDULE 15C SPECIFIED PERSONS The Secretary of State. The Department. The Treasury. The Lord Advocate. The Director of Public Prosecutions. The Director of Public Prosecutions for Northern Ireland. The Financial Services Authority. A constable. A procurator fiscal. The Scottish Ministers. SCHEDULE 15D DISCLOSURES A disclosure for the purpose of enabling or assisting a...

          11. 20.(1) Schedule 23 (punishment of offences) is amended as follows....

        2. Insolvency (Northern Ireland) Order 1989 (NI 19)

          1. 21.In Article 104A(1)(a) of the Insolvency (Northern Ireland) Order 1989...

        3. Companies Act 1989 (c. 40)

          1. 22.In the table in section 87(4) of the Companies Act...

        4. Criminal Justice and Police Act 2001 (c. 16)

          1. 23.In paragraph 17 of Schedule 2 to the Criminal Justice...

        5. Anti-terrorism, Crime and Security Act 2001 (c. 24)

          1. 24.In paragraph 59 of Schedule 4 to the Anti-terrorism, Crime...

        6. Company Directors Disqualification (Northern Ireland) Order 2002 (NI 4)

          1. 25.In Article 11(2)(b)(i) of the Company Directors Disqualification (Northern Ireland)...

    3. SCHEDULE 3

      REPEALS

    4. SCHEDULE 4

      REGULATOR OF COMMUNITY INTEREST COMPANIES FOR NORTHERN IRELAND

      1. Regulator’s terms of appointment

        1. 1.(1) The period for which a person is appointed as...

      2. Remuneration and pensions

        1. 2.(1) The Department may pay remuneration and travelling and other...

      3. Staff

        1. 3.(1) The Regulator may, after consulting the Department of Finance...

      4. Delegation of functions

        1. 4.Anything which the Regulator is authorised or required to do...

      5. Finance

        1. 5.The Department may make payments to the Regulator.

      6. Reports and other information

        1. 6.(1) The Regulator must, in respect of each financial year,...

      7. Amendments

        1. 7.In Schedule 2 to the Commissioner for Complaints (Northern Ireland)...

        2. 8.In Part III of Schedule 1 to the Northern Ireland...

    5. SCHEDULE 5

      APPEAL OFFICER FOR COMMUNITY INTEREST COMPANIES FOR NORTHERN IRELAND

      1. Appeal Officer’s terms of appointment

        1. 1.(1) The Appeal Officer holds office for the period determined...

      2. Remuneration and pensions

        1. 2.(1) The Department may pay remuneration and travelling and other...

      3. Finance

        1. 3.The Department may make payments to the Appeal Officer.

      4. Procedure

        1. 4.(1) Regulations may make provision about the practice and procedure...

      5. Amendments

        1. 5.In Schedule 2 to the Commissioner for Complaints (Northern Ireland)...

        2. 6.In Part III of Schedule 1 to the Northern Ireland...

    6. SCHEDULE 6

      OFFICIAL PROPERTY HOLDER FOR COMMUNITY INTEREST COMPANIES FOR NORTHERN IRELAND

      1. Status

        1. 1.(1) The Official Property Holder is a corporation sole.

      2. Relationship with Regulator

        1. 2.The Regulator must make available to the Official Property Holder...

      3. Effect of vacancy

        1. 3.The Regulator must appoint a member of the Regulator’s staff...

      4. Property

        1. 4.(1) The Official Property Holder holds property vested in or...

      5. Finance

        1. 5.(1) The Official Property Holder may recover his expenses in...

      6. Reports

        1. 6.(1) As soon as possible after the end of each...

    7. SCHEDULE 7

      COMMUNITY INTEREST COMPANIES: NAMES

      1. Companies (Northern Ireland) Order 1986 (NI 6)

        1. 1.(1) Article 36 (prohibition on registration of certain names) is...

        2. 2.In Article 37(4) (alternatives of statutory designations), after sub-paragraph (b)...

        3. 3.In Article 40(7) (further exemptions for company exempt from using...

        4. 4.After Article 44 insert— Penalty for improper use of “community...

        5. 5.In Article 53(2)(b) (re-registration of private company as public: alteration...

        6. 6.In Article 359(1)(d) (particulars in correspondence to indicate that a...

        7. 7.(1) Schedule 23 (punishment of offences) is amended as follows....

      2. Limited Liability Partnerships Act (Northern Ireland) 2002 (c. 12)

        1. 8.In paragraph 8(2) of the Schedule (similarity of names), after...

    8. SCHEDULE 8

      COMMUNITY INTEREST COMPANIES: INVESTIGATIONS

      1. Power to require documents and information

        1. 1.(1) The investigator of a community interest company may require...

      2. Privileged information

        1. 2.(1) Nothing in paragraph 1 requires a person to produce...

      3. Use of information as evidence

        1. 3.(1) A statement made by a person in compliance with...

      4. Failure to comply with requirement

        1. 4.(1) This paragraph applies if a person fails to comply...

      5. False information

        1. 5.(1) A person commits an offence if in purported compliance...

  7. Explanatory Note

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