PUBLIC COMPANY NOT TO DO BUSINESS UNLESS REQUIREMENTS AS TO SHARF CAPITAL COMPLIED WITH (Hansard, 27 February 1980)

§ Mr. Parkinson
I beg to move amendment No. 1, in page 3, line 33, leave out 'issued' and insert 'allotted'.

§ Mr. Speaker
With this we may take Government amendments Nos. 5, 6, 9, 11, 12, 13, 14, 21, 51, 60, 146, 229 and 230.

§ Mr. Parkinson
We now move away from the exciting parts of the Bill to the more mundane, detailed amendments. Many of these amendments represent commitments given in Committee by the Government. A considerable number of them represent undertakings given to my right hon. Friend the Member for Crosby (Sir G. Page).
This large group of amendments has a simple and common theme running through it. They all arise from a commitment that we gave to look sympathetically at various suggestions to change "issued" to "allotted". We looked carefully at the suggestions and agreed that they were correct, and this battery of amendments is testimony to that.

§ Sir Graham Page (Crosby)
I rise only to say "Thank you".

§ Mr. Parkinson
I beg to move amendment No. 2, in page 3, line 34, leave out from 'a' to end of line 39 and insert: 'statutory declaration complying with subsection (3) below.'.

§ Mr. Speaker
With this we may take Government amendments Nos. 3, 4, 8 and 23.

§ Mr. Parkinson
This group of amendments gives effect to a proposal made by my right hon. Friend the Member for Crosby (Sir G. Page) in Committee. He suggested that statutory declarations required by the Bill should be able to be signed by a director or secretary rather than by not fewer than two directors of 1491 a company. We agreed in Committee that this was sensible. These amendments represent the fact that my right hon. Friend won this particular argument.

§ Mr. Parkinson
I beg to move amendment No. 7, in page 4, line 11, leave out 'allotted as'.
The purpose of this amendment, which flows from a recent comment by the Law Society of England and Wales, is to widen the range of shares that can count towards the minimum allotted share capital of a public company. Under clause 4, when a public company formed under clause 3 applies for its certificate to commence business, it has to satisfy the Registrar of Companies that its allotted share capital is not less than the authorised minimum, which is at present £50,000. However, it cannot count shares allotted under an employee share scheme where the shares, by virtue of a special derogation, have not been paid up as to 25 per cent. of their nominal value and the whole of any premium.
However, where shares allotted under any employee share scheme have been allotted as paid up to at least 25 per cent. of the nominal value, together with the whole of the amount of any premium, they can count towards the authorised minimum.
The Law Society pointed out to us that, if an employee share scheme is allotted as paid up to less than the critical level, but before the application is made for a certificate under clause 4 it is further paid up to above that level, the subsection, as drafted, excludes it. There is no good reason for that, but it happens because 1492 the subsection refers in line 11 to "allotted as paid up" and so on. By removing "allotted as" the amendment removes a needless restriction.