COMMONS AMENDMENTS (Hansard, 27 March 1980)

§ Lord LYELL

My Lords, I beg to move that the House do agree with the Commons in their Amendments Nos. 9 to 11 en bloc. I hope it will be for the convenience of the House if I speak to Amendments Nos. 18, 19, 24, 32, 37, 41 to 55 en bloc, 57, 58, 59, 79, 83, 97, 125, 126, 127, 155, 157, 224, 225, 226, 308 to 312 en bloc, 323, 324, 335, 337, 339, 340, 341 and 343.

These are technical amendments to improve Part I of the Bill. Amendments Nos. 9 and 42 remove the grounds for winding up which are provided in Clause 4(8) and Clause 9(3) of the Bill and instead Amendment 323 adds to the specific grounds for winding up which those subsections are intended to provide to the list in Section 222 of the original 1948 Act. These 988 changes co-ordinate the provisions on the grounds for winding up a company, which would otherwise cause needless complexities upon consolidation of the Companies Acts. All the other amendments to which I have spoken in the lengthy list correct a minor point, which is that there are a number of references to changes in a company's memorandum or articles which refer to "alterations" in the memorandum, but "alterations in or additions to the articles. There is no good reason for this difference because an addition to the articles is also an alteration of the articles, therefore "alterations in" the articles covers the case. Further, the terminology is not used consistently and might give rise to problems on consolidation, if it was not corrected.

A number of the amendments remove a possible doubt as to whether the phrase "payment up of a share "or" payment on or "payment for" a share includes payment of the premium. Amendments Nos. 43, 44, 45, 47, 48 and 58 remove the criminal sanctions from Clause 10, and instead use the more appropriate approach that is provided also in Clause 8(8).