Legal English – Peter’s Pills – Lesson 40 – The Objects Clause
The Objects Clause
Transcript:
Hello!
Before the Companies Act 2006 (CA 2006), every company was required to include an objects clause (oggetto sociale) in its memorandum of association (atto costitutivo). This objects clause set out the purpose for which the company was formed and limited the activities of the company to those set out (stabilite) in its objects clause. Any transaction that fell outside the objects clause was ultra vires, which means “outside the capacity of the company”, and therefore void (nulla). Today UK companies are no longer required to have an objects clause.
Furthermore, the ultra vires doctrine was abolished by s 39(1) CA 2006 as far as transactions with outsiders, or third parties to the company, are concerned but it still has some relevance with respect to the internal management of companies with restricted objects. Charities are excluded from this statute (articolo).
Please note that we say “objects clause”, but however we speak about the “subject of an email”, and not the object of an email.
Likewise, we also speak about the “subject of a trust”, and not the object of a trust. We also say that that something is “subject to taxation” and not object to taxation.
Thank you very much and see you next time for more Peter’s Pills to improve your Legal English!
Read more about the power od directors to bind the company in s40 of the CA2006: “Company Act 2006 / Section 40“.
Legal English – Sommario delle Lezioni
Legal English – Peter’s Pills – Lesson 40 – The Objects Clause
Legal English – Peter’s Pills – Lesson 39 – When is Latin hot, and when is it not?
Legal English – Peter’s Pills – Lesson 38 – Default
Legal English – Peter’s Pills – Lesson 37 – Company Agent
Legal English – Peter’s Pills – Lesson 36 – Injunction (false freind)
Legal English – Peter’s Pills – Lesson 35 – Mortgage
Legal English – Peter’s Pills – Lesson 34 – Freehold, Leasehold and Commonhold estates
Legal English – Peter’s Pills – Lesson 33 – Transferor, Transferee and Transmittee
Legal English – Peter’s Pills – Lesson 32 – Tax evasion, tax mitigation and tax avoidance
Legal English – Peter’s Pills – Lesson 31 – Numbers
Legal English – Peter’s Pills – Lesson 30 – Ordinary resolutions vs special resolutions
Legal English – Peter’s Pills – Lesson 29 – AGM vs EGM
Legal English – Peter’s Pills – Lesson 28 – A going concern
Legal English – Peter’s Pills – Lesson 27 – Collocations: Violate, breach, break, disobey and infringe
Legal English – Peter’s Pills – Lesson 26 – Company meeting words
Legal English – Peter’s Pills – Lesson 25 – Mortgagor vs Mortgagee
Legal English – Peter’s Pills – Lesson 24 – Fixed charges vs Floating charges
Legal English – Peter’s Pills – Lesson 23 – Doctrine
Legal English – Peter’s Pills – Lesson 22 – Construe
Legal English – Peter’s Pills – Lesson 21 – Sign vs Execute
Legal English – Peter’s Pills – Lesson 20 – The closing statement
Legal English – Peter’s Pills – Lesson 19 – Writing Business Emails
Legal English – Peter’s Pills – Lesson 18 – Limited companies
Legal English – Peter’s Pills – Lesson 17 – Annual Accounts
Legal English – Peter’s Pills – Lesson 16 – Meetings
Legal English – Peter’s Pills – Lesson 15 – Attorney-at-law vs Attorney-in-fact
Legal English – Peter’s Pills – Lesson 14 – Here and there compounds
Legal English – Peter’s Pills – Lesson 13 – Subject Matter
Legal English – Peter’s Pills – Lesson 12 – The clear days rule
Legal English – Peter’s Pills – Lesson 11 – Shareholder, Member or Holder of shares?
Legal English: Peter’s Pills – Lesson 10 – Competition Law
Legal English: Peter’s Pills – Lesson 9 – Lasting Power of Attorney
Legal English: Peter’s Pills – Lesson 8 – Guardianship
Legal English: Peter’s Pills – Lesson 7 – Damage vs Damages
Legal English: Peter’s Pills – Lesson 6 – Legal Doublets
Legal English: Peter’s Pills – Lesson 5 – Escrow
Legal English: Peter’s Pills – Lesson 4 – Memorandum of Association vs Articles of Association
Legal English: Peter’s Pills – Lesson 3 – Sign legibly
Legal English: Peter’s Pills – Lesson 2 – Deed poll
Legal English: Peter’s Pills – Lesson 1 – Party, counterparty and counterpart
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