26.This section deals with certain matters arising from the repeal of the 1978 Act (CDC’s present constitution) and preserves the effect of certain provisions of that Act.
27.Subsection (1) provides that section 1(1) of the 1978 Act, which simply confirms the existence of CDC as a body corporate, is not to be repealed as that body corporate (i.e. legal entity) continues to exist as CDC plc. This continued existence of the body corporate does not, however, affect normal insolvency arrangements applicable to a plc, nor does it affect CDC’s ability to adopt a new name under its memorandum of association.
28.The effect of subsections (2) and (4) is that CDC must produce a report on its activities, together with audited accounts (as required by the 1978 Act), for its last full financial year before registration. CDC’s financial year runs from January to December. Without this provision, depending on the timing, it is possible that section 5(2) might repeal these duties before they were fulfilled for that year.
29.Subsection (3) refers to section 14 of the 1978 Act which places an obligation on CDC to maintain a reserve fund which is subject to a restriction that the fund can only be used for the purposes of CDC, the statutory corporation. That section of the 1978 Act is to be repealed on registration. This provision is intended to remove any doubt that CDC will have the same powers and be subject to the same obligations in respect of its funds as any other plc.
Commentary on Sections Registration under the Companies Act 1985 Section 7: Repeal of 1978 Act; savings etc.