DOCSLIB.ORG

Companies Act 2006 — Constitutional Changes Being Implemented

Total Page：16

File Type：pdf, Size：1020Kb

Download full-text PDF Read full-text
Companies Act 2006 — Constitutional Changes Being Implemented Companies Act 2006 — constitutional changes being implemented 17 DECEMBER 2009 CATEGORY: ARTICLE Key points Directors of new private companies may issue shares without shareholder approval. For an existing company to have this power, an ordinary resolution is needed. Communicating with shareholders electronically and via a website is now available but may require authorisation by the articles and the consent of shareholders. Directors’ conicts of interest may be authorised by the directors if empowered to do so by resolutionor articles. This could avoid a breach of duty. The new Act has reduced red tape in a number of areas: shorter notice for meetings, no compulsory annual general meetings and easier written resolutions by way of example. Your articles may be out of step and block the use of new exible provisions or contain provisions which will be invalid. In our view, directors should be recommending to shareholders that a company’s articles be amended to simplify administration and remove misleading provisions from the articles. General points *The new model articles * Companies limited by shares or guarantee which are incorporated in England and Wales on or after 1 October 2009 will be registered under the Companies Act 2006. New sets of model articles for private companies to replace Table A will be introduced, one for private companies limited by shares and the other for private companies limited by guarantee. These will be the ‘default’ articles for companies incorporated on or after 1 October 2009, although a company may instead adopt its own articles which may exclude or modify the model articles. We expect that, as is usually the case now, new companies will choose to incorporate some parts of the model articles, but will also set out their own provisions separately. Existing companies can choose to adopt the model articles if they wish, but do need not do so. In future if you amend your articles this should be done by reference to the provisions of the 2006 Act and it would be prudent practice for the amended articles to be based on the model articles rather than Table A. Articles of association There is no legal requirement for you to amend your articles as a result of the October 2009 changes and you could choose to continue with your existing constitution. However, as you will see below, there are a number of changes which may affect your current articles and you may wish to make life easier by updating them to take advantage of the more exible regime being introduced for private companies under the 2006 Act. *Memorandum of association * The 2006 Act simplies a company’s constitution. From 1 October 2009 the memorandum of association of new companies will look very different and in particular will have no objects clause. It will simply be a ‘snapshot’ document and of no continuing relevance after incorporation. For existing companies, most of the provisions of the current memorandum will automatically be treated as part of the articles of association and so can be amended or deleted by special resolution. Existing companies do not have to amend their articles to reect this change, but may do so if they wish. New companies may have unrestricted objects, whereas an existing company will need to amend its articles to take advantage of this. * Authorised share capital * New companies will no longer have an authorised share capital, although a company may impose a limit on the number of shares it may issue in its articles.The authorised share capital of an existing company operates as a restriction in the articles on the number of shares which can be allotted by directors and an existing company should consider whether to remove this restriction by passing an ordinary resolution. We suggest that it would also be advisable to remove any other provisions in the articles referring to authorised share capital. Alternatively, an existing company could adopt new articles by special resolution with effect from any date after 1 October 2009 which do not refer to authorised share capital. *Existing authority to allot * After 1 October 2009, it will no longer be possible to pass an elective resolution under s80A of the 1985 Act granting indenite or extended authority to allot shares. Once expired, all authorities to allot will have to be made under the new Act and will be limited to ve years in duration. Existing authorities for directors to allot shares under s80 and s80A Companies Act 1985 will continue to have effect after 1 October 2009 until they expire and they will be treated as if passed under the 2006 Act. Consequently, existing companies could, before 1 October 2009, pass an s80A elective resolution in respect of an indenite authority, or one for more than ve years, to allot a specic number of shares in order to avoid the new provisions of the 2006 Act which require ve-yearly renewals. Provisions in an existing company’s articles which contain s80 authorities will need to be renewed in order to update them to reect the wording of the new Act. * Issue and terms of redemption of redeemable shares *Private companies will no longer need specic authorisation in the articles to issue redeemable shares. An existing company wishing to continue to restrict or prohibit the issue of redeemable shares must include appropriate restrictions or prohibitions in its articles. Currently, the terms and manner of redemption must be stated in the articles, but from 1 October 2009 the directors of the company will be able to determine the terms, conditions and manner of redemption, if they are authorised to do so by the articles or by an ordinary resolution. If the directors are not given such authority, all of these terms must be set out in the articles. Shares must generally still be paid for on redemption although the terms of redemption may now allow the redemption monies to be paid after the redemption date if the terms of redemption, whether xed by the articles or by the directors, allow and the relevant shareholders agree. An existing company which has issued redeemable shares could renegotiate with its shareholders the terms of redemption contained in its current articles and amend its articles in order to take advantage of the exibility allowed by this new development. In the current economic climate this may be useful for some companies since it will improve a company’s cashow. *Reduction of share capital * Since 1 October 2008 private companies have been able to reduce their share capital by passing a special resolution and no longer need to obtain court approval. The resolution is accompanied by a solvency statement made by each director. This new procedure is subject to any restriction or prohibition in the company’s articles. You may wish to consider whether you require any such restrictions or whether to delete an existing authority requiring court approval, which is now redundant. There is no longer any need for specic authorisation in the articles to effect a reduction of capital. If your articles contain such authorisation you need do nothing further. However, if you are updating your articles for any other reason then you may choose to omit these provisions in order to avoid any duplication with the 2006 Act. *Proxies * There are a number of important changes being made in relation to the rights of proxies which may affect your articles after October this year. If any provision of your articles provides that a proxy has fewer votes than the member would have had, this will be invalid. If your articles incorporate Table A pre-October 2007, it would be advisable to amend them since regulation 54 does not allow proxies to vote on a show of hands and will, therefore, be void after October this year. Also any provisions of your articles requiring an appointment of a proxy to be received by the company more than 48 ‘business’ hours before the meeting will be void although your articles can set a time limit closer to the meeting. You must also ensure that your articles do not specify a period longer than 48 ‘business’ hours before a meeting for receiving notice of termination of a proxy’s appointment since this will also be void. *Registration of share transfers * If your articles state that the company does not have to give reasons for refusing to register a transfer of shares or allows share transfers to be at the discretion of directors, they should be amended to reect the new rules which make it a criminal offence not to give reasons for refusing to register a transfer. Nomination of third party rights Since October 2007 companies can include in their articles provisions enabling members to nominate another person to exercise their rights as a member, for example, the right to receive notice of general meetings and to be sent proposed written resolutions. If you have not done so you may wish to amend your articles to allow your members this exibility. *Directors’ indemnities * In April 2005, the ability of companies to indemnify their directors against the legal and nancial costs of claims brought by third parties was extended. Companies were also permitted for the rst time to pay directors’ defence costs as they are incurred (provided these are repaid if the defence is unsuccessful), rather than at the conclusion of legal proceedings. The 2006 Act has extended the scope of directors’ indemnities still further to include liability incurred by a director in connection with his acting as a trustee of an occupational pension scheme. Many companies have outdated indemnity provisions in their articles which will not cover all these matters.
Load more

Recommended publications
  • Companies Act 2006, Part 1 Is up to Date with All Changes Known to Be in Force on Or Before 19 August 2021
    Changes to legislation: Companies Act 2006, Part 1 is up to date with all changes known to be in force on or before 19 August 2021. There are changes that may be brought into force at a future date. Changes that have been made appear in the content and are referenced with annotations. (See end of Document for details) View outstanding changes Companies Act 2006 2006 CHAPTER 46 PART 1 GENERAL INTRODUCTORY PROVISIONS Modifications etc. (not altering text) C1 Pts. 1-39 modified (31.12.2020) by Regulation (EC) No. 2157/2001, Art. AAA1(3) (as inserted by The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 (S.I. 2018/1298), regs. 1, 97 (with regs. 140-145) (as amended by S.I. 2020/523, regs. 1(2), 5(a)-(f)); 2020 c. 1, Sch. 5 para. 1(1)) C2 Pts. 1-39 (except for Pt. 7 and ss. 662-669), 45-47 extended (12.5.2011) by The Companies Act 2006 (Consequential Amendments and Transitional Provisions) Order 2011 (S.I. 2011/1265), art. 5(1), Sch. 1 para. 2 Companies and Companies Acts 1 Companies (1) In the Companies Acts, unless the context otherwise requires— “company” means a company formed and registered under this Act, that is— (a) a company so formed and registered after the commencement of this Part, or (b) a company that immediately before the commencement of this Part— (i) was formed and registered under the Companies Act 1985 (c. 6) or the Companies (Northern Ireland) Order 1986 (S.I. 1986/1032 (N.I.
    [Show full text]
  • Dr Stephen Copp and Alison Cronin, 'The Failure of Criminal Law To
    Dr Stephen Copp and Alison Cronin, ‘The Failure of Criminal Law to Control the Use of Off Balance Sheet Finance During the Banking Crisis’ (2015) 36 The Company Lawyer, Issue 4, 99, reproduced with permission of Thomson Reuters (Professional) UK Ltd. This extract is taken from the author’s original manuscript and has not been edited. The definitive, published, version of record is available here: http://login.westlaw.co.uk/maf/wluk/app/document?&srguid=i0ad8289e0000014eca3cbb3f02 6cd4c4&docguid=I83C7BE20C70F11E48380F725F1B325FB&hitguid=I83C7BE20C70F11 E48380F725F1B325FB&rank=1&spos=1&epos=1&td=25&crumb- action=append&context=6&resolvein=true THE FAILURE OF CRIMINAL LAW TO CONTROL THE USE OF OFF BALANCE SHEET FINANCE DURING THE BANKING CRISIS Dr Stephen Copp & Alison Cronin1 30th May 2014 Introduction A fundamental flaw at the heart of the corporate structure is the scope for fraud based on the provision of misinformation to investors, actual or potential. The scope for fraud arises because the separation of ownership and control in the company facilitates asymmetric information2 in two key circumstances: when a company seeks to raise capital from outside investors and when a company provides information to its owners for stewardship purposes.3 Corporate misinformation, such as the use of off balance sheet finance (OBSF), can distort the allocation of investment funding so that money gets attracted into less well performing enterprises (which may be highly geared and more risky, enhancing the risk of multiple failures). Insofar as it creates a market for lemons it risks damaging confidence in the stock markets themselves since the essence of a market for lemons is that bad drives out good from the market, since sellers of the good have less incentive to sell than sellers of the bad.4 The neo-classical model of perfect competition assumes that there will be perfect information.
    [Show full text]
  • The Companies Act 1985 and the Companies Act 2006 Nla
    THE COMPANIES ACT 1985 AND THE COMPANIES ACT 2006 NLA MEDIA ACCESS LIMITED ARTICLES OF ASSOCIATION* *Amended by special resolution passed on 17 November 2009 TABLE A 1. The regulations contained in Table A in the Schedule to the Companies (Tables A to F) Regulations 1985 as amended at the date of adoption of these Articles ("Table A") shall, except where the same are excluded or varied by or inconsistent with these Articles, apply to the Company to the exclusion of all other regulations set out in any statute or statutory instrument concerning companies. INTERPRETATION 2. In these Articles unless the context otherwise requires: "2006 Act" means the Companies Act 2006; "these Articles" means these Articles of Association in their present form or as from time to time altered; "body corporate" shall bear the same meaning as in Section 740 of the Companies Act 1985; "the Companies Acts" means every statute from time to time in force concerning companies insofar as the same applies to the Company; a "director" includes an A director appointed as such under Article 16, a B director appointed as such pursuant to Article 17 and the special contributors' director appointed as such pursuant to Article 18 but does not include an alternate director unless specifically stated in these Articles or the Companies Acts; "eligible person" means a newspaper proprietor or such other company (as that expression is defined in section 735(1)(a) of the Companies Act 1985) as may be determined to be eligible by written consent of all members for the time being;
    [Show full text]
  • Company Law I 2008 - 2009
    1 COMPANY LAW I 2008 - 2009 SEMESTER ONE - LECTURE OUTLINE I AN OVERVIEW OF OUR COMPANY LAW COURSE Semester One: . Choice of Business Organisation & Company Registration . Separate Corporate Legal Personality . Corporate Governance: Distribution of power between board of directors and shareholders’ general meeting and executives and non executive directors . Directors’ Duties . Minority Shareholder Protection Semester Two . Agency and Company Capacity: Who can bind the Company to a Contract, or make it liable in Tort or Criminal Law? . Capital – shares, loans, and markets in shares. Take-overs and Mergers of PLC’s . Insolvency and Dissolution of Companies: especially liability of directors. Choice of Business Structure Aim: o To set the context and help you to understand the key features of the main structures and issues in choosing between business structures. Reading: Davies and Gower, Chapters 1 & 2 Hicks and Goo 6th edition pp 33-77 gives an idea of the development of a business – especially the story on pages 33-40. Pages 41-77 provide the relevant documents for the company in the story. Pages 91-94 outline some of the choices for those setting up a small business. See G. Morse, Partnership Law (Blackstone) 6th Edition (2006) chapters 1 and 9 for a little more detail on partnerships. Blackett Ord Partnership, Butterworths, 2002 Chapter 1 pp 1-5; Chap 2 pp 10-34 & Chapter 10, 11, 16, 20 & 21 is good for reference or if you are particularly interested in going more deeply into partnership law. NOTE: Companies Act 2006 changes the documentation of company constitutions. It makes the Memorandum of Association a document with few details in it which is lodged when the company is registered.
    [Show full text]
  • Explanatory Note Template for Word 8
    These notes refer to the Co-operative and Community Benefit Societies and Credit Unions Bill as introduced in the House of Commons on 21 January 2009 [Bill 14] CO-OPERATIVE AND COMMUNITY BENEFIT SOCIETIES AND CREDIT UNIONS BILL EXPLANATORY NOTES INTRODUCTION 1. These explanatory notes relate to the Co-operative and Community Benefit Societies and Credit Unions Bill, as introduced in the House of Commons on 21 January 2009. They have been prepared by HM Treasury, with the consent of Malcolm Wicks MP, the Member sponsoring the Bill, in order to assist the reader of the Bill and to help inform debate on it. 2. These notes need to be read in conjunction with the Bill. They are not, and are not meant to be, a comprehensive description of the Bill. So where a clause or part of a clause does not seem to require any explanation or comment, none is given. TERRITORIAL EXTENT AND APPLICATION 3. The Bill extends to Great Britain only, with a power to extend certain provisions by Order in Council to the Channel Islands. HM Treasury have sought the consent of the authorities in the Channel Islands to the extension provision and final confirmation of the position is awaited. 4. There are no devolution issues affecting the Scottish Executive because the Bill covers matters reserved to Westminster under the Scotland Act 1998. 5. Industrial and provident societies in Northern Ireland are governed by their own legislation and the Bill does not extend to Northern Ireland. However, the Bill does contain a power to make consequential amendments to enactments, including those that extend to Northern Ireland.
    [Show full text]
  • The Companies Act 1985 and the Companies Act 2006 ______
    THE COMPANIES ACT 1985 AND THE COMPANIES ACT 2006 __________ A COMPANY LIMITED BY GUARANTEE AND NOT HAVING A SHARE CAPITAL __________ ARTICLES OF ASSOCIATION OF CAMBRIDGE WIRELESS LIMITED ___________ PRELIMINARY 1. The regulations contained in Table A in the Schedule to the Companies (Tables A to F) Regulations 1985 as amended by the Companies (Tables A to F) (Amendment) Regulations 1985, the Companies Act 1985 (Electronic Communications) Order 2000, the Companies (Tables A to F) (Amendment) Regulations 2007 and the Companies (Tables A to F) (Amendment) (No. 2) Regulations 2007 do not apply to the company. 2. In these articles — “the Act” means the Companies Act 1985 including any statutory modification or re- enactment thereof for the time being in force and any provisions of the Companies Act 2006 for the time being in force. “the articles” means the articles of the company. "the Company" means Cambridge Wireless Limited. “clear days” in relation to the period of a notice means that period excluding the day when the notice is given or deemed to be given and the day for which it is given or on which it is to take effect. "communication" means the same as in the Electronic Communications Act 2000. "electronic communication" means the same as in the Electronic Communications Act 2000. “executed” includes any mode of execution. "guarantor" means those individuals, companies or organisations that have agreed in writing to contribute £1 towards the liabilities of the company. “office” means the registered office of the company. “secretary” means the secretary of the company or any other person appointed to perform the duties of the secretary of the company, including a joint, assistant or deputy secretary.
    [Show full text]
  • 99577 County Intro.Qxp
    THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt about the contents of this document or the action you should take, you should immediately consult a person authorised under FSMA who specialises in advising on the acquisition of shares and other securities. This document, which constitutes an AIM admission document, has been drawn up in accordance with the AIM Rules for Companies. Application will be made to London Stock Exchange plc for the whole of the issued share capital of Impellam to be admitted to trading on AIM. It is expected that Admission will become effective and that trading in Impellam Shares will commence on AIM at 8.00 a.m. on 7 May 2008. AIM is a market designed primarily for emerging or smaller companies to which a higher investment risk tends to be attached than to larger or more established companies. A prospective investor should be aware of the risks in investing in such companies and should make the decision to invest only after careful consideration and, if appropriate, consultation with an independent financial adviser. Each AIM company is required pursuant to the AIM Rules for Companies to have a nominated adviser. The nominated adviser is required to make a declaration to the London Stock Exchange on Admission in the form set out in Schedule Two to the AIM Rules for Nominated Advisers. The AIM Rules for Companies are less demanding than those of the Official List. AIM securities are not admitted to the Official List and it is emphasised that no application is being made for admission of Impellam Shares to the Official List or any other recognised investment exchange and no application has been or is being made for Impellam Shares to be admitted to trading on any such exchange.
    [Show full text]
  • Rise and Fall of the Ultra Vires Doctrine in United States, United Kingdom, and Commonwealth Caribbean Corporate Common Law: a Triumph of Experience Over Logic
    DePaul Business and Commercial Law Journal Volume 5 Issue 1 Fall 2006 Article 4 Rise and Fall of the Ultra Vires Doctrine in United States, United Kingdom, and Commonwealth Caribbean Corporate Common Law: A Triumph of Experience Over Logic Stephen J. Leacock Follow this and additional works at: https://via.library.depaul.edu/bclj Recommended Citation Stephen J. Leacock, Rise and Fall of the Ultra Vires Doctrine in United States, United Kingdom, and Commonwealth Caribbean Corporate Common Law: A Triumph of Experience Over Logic, 5 DePaul Bus. & Com. L.J. 67 (2006) Available at: https://via.library.depaul.edu/bclj/vol5/iss1/4 This Article is brought to you for free and open access by the College of Law at Via Sapientiae. It has been accepted for inclusion in DePaul Business and Commercial Law Journal by an authorized editor of Via Sapientiae. For more information, please contact [email protected]. The Rise and Fall of the Ultra Vires Doctrine in United States, United Kingdom, and Commonwealth Caribbean Corporate Common Law: A Triumph of Experience Over Logic Stephen J.Leacock* "Pure logical thinking cannot yield us any knowledge of the empiri- cal world; all knowledge of reality starts from experience and ends in it."1 2 I. INTRODUCTION In free market3 economies, corporate laws change over time. More- over, experience has taught us that some legislative enactments, when * Professor of Law, Barry University School of Law. Barrister (Hons.) 1972, Middle Temple, London; LL.M. 1971, London University, King's College; M.A. (Bus. Law) CNAA 1971, City of London Polytechnic (now London Guildhall University), London; Grad.
    [Show full text]
  • Companies Act 2006 Is up to Date with All Changes Known to Be in Force on Or Before 20 August 2021
    Changes to legislation: Companies Act 2006 is up to date with all changes known to be in force on or before 20 August 2021. There are changes that may be brought into force at a future date. Changes that have been made appear in the content and are referenced with annotations. (See end of Document for details) View outstanding changes Companies Act 2006 CHAPTER 46 COMPANIES ACT 2006 PART 1 GENERAL INTRODUCTORY PROVISIONS Companies and Companies Acts 1 Companies 2 The Companies Acts Types of company 3 Limited and unlimited companies 4 Private and public companies 5 Companies limited by guarantee and having share capital 6 Community interest companies PART 2 COMPANY FORMATION General 7 Method of forming company 8 Memorandum of association Requirements for registration 9 Registration documents 10 Statement of capital and initial shareholdings 11 Statement of guarantee 12 Statement of proposed officers ii Companies Act 2006 (c. 46) Document Generated: 2021-08-20 Changes to legislation: Companies Act 2006 is up to date with all changes known to be in force on or before 20 August 2021. There are changes that may be brought into force at a future date. Changes that have been made appear in the content and are referenced with annotations. (See end of Document for details) View outstanding changes 12A Statement of initial significant control 13 Statement of compliance Registration and its effect 14 Registration 15 Issue of certificate of incorporation 16 Effect of registration PART 3 A COMPANY'S CONSTITUTION CHAPTER 1 INTRODUCTORY 17 A company's
    [Show full text]
  • The Legal Ontology of the Corporation As a Description of Its Goal, and Its Role in Society
    Social Innovation Centre The Legal Ontology of the Corporation as a Description of its Goal, And its Role in Society _______________ David RONNEGARD 2009/09/ISIC The Legal Ontology of the Corporation as a Description of its Goal, and its Role in Society by David Ronnegard* * Post -Doctoral Fellow of Ethics and Social Responsibility at INSEAD, P.O.Box: 48049, Abu Dhabi, U.A.E; Ph:+971 2 446 08 08; Email:, [email protected] A working paper in the INSEAD Working Paper Series is intended as a means whereby a faculty researcher's thoughts and findings may be communicated to interested readers. The paper should be considered preliminary in nature and may require revision. This working paper was developed using funds made available through the Abu Dhabi Education Council, whose support is gratefully acknowledged. Printed at INSEAD, Fontainebleau, France. Kindly do not reproduce or circulate without permission. ABSTRACT The purpose of the corporation in society has been an issue of contention ever since the Berle-Dodd debate in the 1930’s and still resonates as part of the “basic-debate” in the field of business ethics today. Prescriptions on the purpose of the corporation should be argued in relation to a robust description of the purpose it actually has so that we know what change is being argued for. As the corporation is a manifestation of law it provides a privileged perspective for describing the purpose of the corporation. This paper provides a description of the purpose (the goal and role) of the corporation in society through an analysis of four primary attributes of the corporate legal form.
    [Show full text]
  • Trends in the Prosecution of Directors
    1 Trends in the prosecution of directors 05/02/2016 Corporate Crime analysis: Jason Mansell and Polly Dyer, barristers at QEB Hollis Whiteman Chambers, say directors should ensure that they are aware of their personal responsibilities under the Companies Acts and Insolvency Act 1986, particularly given the range of civil and criminal tools available. What are the key areas in which prosecutions are currently taking place? What are the reasons behind this? The Companies Acts and Insolvency Act 1986 (IA 1986) create what some may consider to be a surprisingly large number of criminal offences. However, a large proportion are rarely prosecuted, with authorities generally preferring to pursue civil remedies as opposed to launching criminal proceedings. When prosecuted, prosecutions generally take place for fraudulent trading contrary to section 993 of the Companies Act 2006 (CA 2006) and offences contrary to IA 1986, s 262A (fraud in obtaining a voluntary arrangement) and IA 1986, ss 353–62 (offences concerning bankrupts). Failure to deliver accounts and annual returns also attracts criminal prosecutions, although it is again clear that criminal sanctions are far from the preferred option (more than 150,000 private and public companies in England and Wales were made subject to a civil penalty in connection with the late filing of accounts in 2014/15). In December 2015, the Department for Business, Innovation and Skills (BIS) unsuccessfully prosecuted three former directors of parcel delivery company City Link for allegedly failing to give statutory notice to the Secretary of State of plans to make staff redundant contrary to section 194(1) of the Trade Union and Labour Relations (Consolidation) Act 1992 (TULR(C)A 1992).
    [Show full text]
  • Fraud Act 2006 (C
    10/23/2014 Fraud Act 2006 (c. 35) xmlns:atom="http://www.w3.org/2005/Atom" xmlns:atom="http://www.w3.org/2005/Atom" Fraud Act 2006 2006 CHAPTER 35 An Act to make provision for, and in connection with, criminal liability for fraud and obtaining services dishonestly. [8th November 2006] BE IT ENACTED by the Queen's most Excellent Majesty, by and with the advice and consent of the Lords Spiritual and Temporal, and Commons, in this present Parliament assembled, and by the authority of the same, as follows:—​ Fraud 1 Fraud (1) A person is guilty of fraud if he is in breach of any of the sections listed in subsection (2) (which provide for different ways of committing the offence). (2) The sections are— (a) section 2 (fraud by false representation), (b) section 3 (fraud by failing to disclose information), and (c) section 4 (fraud by abuse of position). (3) A person who is guilty of fraud is liable— (a) on summary conviction, to imprisonment for a term not exceeding 12 months or to a fine not exceeding the statutory maximum (or to both); (b) on conviction on indictment, to imprisonment for a term not exceeding 10 years or to a fine (or to both). (4) Subsection (3)(a) applies in relation to Northern Ireland as if the reference to 12 months were a reference to 6 months. 2 Fraud by false representation (1) A person is in breach of this section if he— (a) dishonestly makes a false representation, and (b) intends, by making the representation— (i) to make a gain for himself or another, or (ii) to cause loss to another or to expose another to a risk of loss.
    [Show full text]