§ Register of interests in shares
§ 127 After Clause 56, insert the following new clause:
§ ("Register of interests in shares.
§ .—(1) Every public company shall keep a register for the purposes of sections (Obligation to notify known interests in voting shares in a public company) to (Obligation to notify particulars of registered ownership of voting shares in a public company) of this Act, and whenever the company receives information from a person in consequence of the fulfilment of an obligation imposed on him by any of those sections, it shall be under an obligation to inscribe in the register, against the name of that person, that information and the date of the inscription.
§ (2) Without prejudice to subsection (1) above, where a company receives a notification under section (Obligation to notify known interests in voting shares in a public company) of this Act which includes a statement that the person making the notification or any other person has ceased to be a party to an agreement to which section (Notification of group interests of persons acting together) of this Act applies, it shall be under an obligation to record that information against the name of that person in every place where his name appears in the register as a party to that agreement (including any entry relating to him made against another person's name).
§ (3) An obligation imposed by subsection (1) or (2) above must be fulfilled within the period of three days next following the day on which that obligation arises.
§ (4) The company shall not, by virtue of anything done for the purposes of this section, be affected with notice of, or put upon inquiry as to, the rights of any person in relation to any shares.
§ (5) The register must be so made up that the entries against the several names inscribed in the register appear in chronological order.
§ (6) Unless the register is in such form as to constitute in itself an index, the company shall keep an index of the names inscribed in the register which shall in respect of each name contain a sufficient indication to enable the information inscribed against it to be readily found; and the company shall, within ten days after the date on which a name is inscribed in the register, make any necessary alteration in the index.
§ (7) Where the company ceases to be a public company it shall continue to keep the register and any associated index until the end of the period of six years beginning with the day next following that on which it ceases to be such a company.
§ (8) The register and any associated index—
- (a) shall be kept at the place at which the register required to be kept by the company by section 29 of the 1967 Act (register of directors' interests) is kept; and
- (b) subject to subsection (9) below, shall be available for inspection in accordance with section (Inspection of register and reports) of this Act.
§ (9) Neither the register nor any associated index shall be available for inspection in accordance with that section in so far as it contains information with respect to a company for the time being entitled to avail itself of the benefit conferred by section 3(3) or 4(3) of the 1967 Act (exemption of a company from requirement to disclose in its accounts particulars of shareholdings in subsidiaries or other bodies corporate incorporated or carrying on business outside the United Kingdom in circumstances where disclosure would be harmful to business).
§ (10) If default is made in complying with subsection (1) or (2) or with any of subsections (5) to (7) above, the company and every officer of the company who is in default shall be liable on summary conviction to a fine not exceeding one-fifth of the statutory maximum or, on conviction after continued contravention, a default fine not exceeding one-fiftieth of the statutory maximum").
§ Lord Trefgarne
My Lords, with the leave of your Lordships I will speak also to Amendment No. 132. 1021 This amendment (No. 127) provides a new clause which provides for the registration of substantial interests notified to a company. It follows the provisions of Section 34 of the Companies Act 1967 which currently regulates the registration of details of substantial interests but makes allowance for the new provision of the group interests of persons acting together. In such a case the person who is party to an agreement must be shown on the register as such. I beg to move that this House doth agree with the Commons in their amendment.
§ Moved, That this House doth agree with the Commons in the said amendment.—(Lord Trefgarne.)
§ On Question, Motion agreed to.