Company Law Reform Bill [HL]

I understand why noble Lords might consider that these two subsections add unnecessary complexity to the Bill. However, they deal with a real problem that has been identified. All special resolutions have to be filed with the registrar within 15 days. This means that if a company passes a special resolution to change its name, it needs to be filed. However, often, particularly in the context of mergers, the resolution is conditional. The change of name will not take effect unless something else happens. It is important that a mechanism exists to let the registrar know when the condition has been fulfilled, so that a new certificate can be issued at the right time. The noble Lord’s proposition was that you would simply not file the resolution in accordance with the normal rules. We think that it is best to stick with that 15-day rule, which runs throughout special resolutions, and to have these provisions.