Company Law Bill [HL]

There is a very simple answer to this question. The question is whether the words in parentheses in new subsection (2B) are redundant and can therefore be deleted. In our view they are not. The provision in new subsection (2A) is extremely important. Basically, we are saying that it should not be possible for a special resolution to provide for reduction of share capital to take effect later than the date when the resolution takes effect in accordance with the Bill. It follows that it should not be possible for a provision in the company’s articles to override this important provision. There is a three or four-page more detailed explanation of this. If the noble Lord is not satisfied with that, I would be very happy to go into the details of it. But the very simple principle is that the articles of association should not be able to overturn what is a very important restriction.