Company Law Reform Bill [HL]

moved Amendment No. 41:"Page 45, line 26, leave out ““subscribed”” and insert ““authenticated””" The noble Lord said: My Lords, in moving Amendment No. 41, I shall also speak to Amendments Nos. 42 to 47 and Amendments Nos. 50 to 54. In Grand Committee, the noble Lord, Lord Hodgson, queried why Clause 109(6) contained the following qualification:"““References in this section to subscription include, in relation to a document in electronic form, authentication in such manner as the registrar may require””." His point was that other clauses do not specifically say that authentication is a matter for the registrar. The same qualification is found in Clause 103(6). I am grateful to the noble Lord for pointing out this inconsistency in the drafting, and trust that Amendments Nos. 47 and 54 in this group address his point. It became clear to us, when we were looking at the clauses again, that there were further inconsistencies between the drafting approach adopted in Clauses 103 and 109 and other clauses. For example, Clause 8, which deals with the contents of the memorandum of association, refers not to subscription to the memorandum of association but to the memorandum being ““authenticated by each subscriber””. We think that the same approach is needed in respect of the form of assent that is given by the members where a company, whether public or private, re-registers as an unlimited company under the Bill. The remaining amendments in this group therefore substitute ““authenticated”” for ““subscribed”” in various places in Clauses 103 and 109. These are minor drafting amendments, which improve the Bill, and I trust that noble Lords will have no objections to them. I beg to move. On Question, amendment agreed to.