Company Law Reform Bill [HL]

Clause 112 defines who the members of a company are. The subscribers—that is, those who authenticate the memorandum of association and agree to take at least one share each under Clause 8—are the first members of the company. These provisions largely follow the existing provisions of the current Act. We do not as a whole consider that the existing provisions require a company formally to allot the subscribers’ shares to the subscribers following formation of the company. However, I note the concerns underlying the noble Lord’s Amendment No. 113 and therefore agree to consider whether the Bill should be amended to clarify the situation.