C1C2C3Part 26Arrangements and reconstructions
Pt. 26 applied (6.4.2008) by 2000 c. 8, s. 105(5) (as substituted by The Companies Act 2006 (Consequential Amendments etc) Order 2008 (S.I. 2008/948), art. 3(1), Sch. 1 para. 211(1) (with arts. 6, 11, 12))
Pts. 1-39 (except for Pt. 7 and ss. 662-669), 45-47 extended (12.5.2011) by The Companies Act 2006 (Consequential Amendments and Transitional Provisions) Order 2011 (S.I. 2011/1265), art. 5(1), Sch. 1 para. 2
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.
Pt. 26 applied (6.4.2008) by S.I. 2001/1228, Sch. 6 paras. 5, 6 (as amended by The Companies Act 2006 (Consequential Amendments etc) Order 2008 (S.I. 2008/948), art. 3(1), Sch. 1 para. 223(4) (with arts. 6, 11, 12))