Company Law Reform Bill [HL]

moved Amendment No. A1:"Page 250, line 11, at beginning insert ““Unless the contrary is proved,””" The noble Lord said: In moving Amendment No. 1, I shall speak also to Amendments Nos. A2, A3, A4 and A5. Clause 525(2) explains when an allotment or agreement to allot securities by a private company is presumed to be made with a view to it being offered to the public. It is derived from Section 58(3) of the Companies Act 1985 and no substantive change is intended. In particular, the presumption should be capable of rebuttal by evidence to the contrary. Section 58(3) of the Companies Act 1985 made that clear by including the words,"““unless the contrary is proved””." It would normally take express words to establish a conclusive presumption. However, in response to concerns expressed by the Law Society, and also as reflected in the amendments tabled by noble Lords, this amendment reinserts the words:"““Unless the contrary is proved””." This confirms that no change is intended and that the presumption is indeed capable of rebuttal. We are very grateful for the Law Society’s detailed input in preparation of this part of the Bill. I believe that the amendment addresses the intention behind Amendments Nos. A2, A3, A4 and A5 and I therefore hope that they will not be pressed. I beg to move.