Company Law Reform Bill

As I said, a particular company may want to have that as its practice. A change is intended under these provisions. At the moment, Section 317 of the Companies Act requires a declaration of interest to be made by a director at a meeting of the directors. There is now to be a new option, which is the ability to make that declaration by notice in writing. Under the Bill, when the notice is made in writing the director must send the notice to the other directors. Those notices are deemed to form part of the proceedings at the next meeting of the directors after the notice is given. Clause 227, to which we shall come, applies, so that the making of a declaration must be included in the minutes of the directors’ meeting. Against that background, it seems unnecessary to add to that a statutory requirement that the notice be sent to the company secretary—forgive me, I recognise that the amendment recognises that the company may not have a company secretary. However, I repeat that the Companies Acts do not place responsibilities on the company secretary as such. This requirement seems unnecessary and may not fit within the operation of the particular company, although, in many cases, I have little doubt that the company will want to ensure that the company secretary receives the notice.