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LNDOCS01/861680.28 APPLICATION OF ENGLISH LAW REGULATIONS 2015

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LNDOCS01/861680.28

APPLICATION OF ENGLISH LAW REGULATIONS 2015

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LNDOCS01/861680.28

TABLE OF CONTENTS

Section Page

1. Application of common law and equity .........................................................................1 2. Application of certain statutes .......................................................................................2

3. Concurrent administration of law and equity.................................................................4 4. Rule against perpetuities ................................................................................................4 5. Power to remove difficulties ..........................................................................................4 6. Exclusion of criminal law ..............................................................................................4 7. Interpretation ..................................................................................................................5

8. Short title, extent and commencement ...........................................................................5

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APPLICATION OF ENGLISH LAW REGULATIONS 2015

Regulations to apply English common law (including equity) and certain statutes in the Abu

Dhabi Global Market and to make provision for connected purposes.

Date of Enactment: 3 March 2015

The Board of Directors of the Abu Dhabi Global Market, in exercise of its powers under

Article 6(1) of Law No. 4 of 2013 concerning the Abu Dhabi Global Market issued by His

Highness the Ruler of the Emirate of Abu Dhabi, hereby enacts the following Regulations -

1. Application of common law and equity

(1) The common law of England (including the principles and rules of equity), as it

stands from time to time, shall apply and have legal force in, and form part of the law

of, the Abu Dhabi Global Market -

(a) so far as it is applicable to the circumstances of the Abu Dhabi Global Market;

(b) subject to such modifications as those circumstances require;

(c) subject to any amendment thereof (whenever made) pursuant to any Abu

Dhabi Global Market enactment; and

(d) notwithstanding any amendment thereof as part of the law of England made

pursuant to an Act or any legislative instrument adopted thereunder at any

time after the date of enactment of these Regulations, which amendment shall

not apply and have legal force in, or form part of the law of, the Abu Dhabi

Global Market, unless and until an Abu Dhabi Global Market enactment

expressly provides that it applies and has legal force in, and forms part of the

law of, the Abu Dhabi Global Market.

(2) Subsection (1) is subject to any contrary provision in any Applicable Abu Dhabi Law

or Abu Dhabi Global Market enactment. In the event of any conflict or inconsistency

between (a) a provision, rule or principle of the common law of England (including

the principles and rules of equity) and (b) any provision, rule or principle of any

Applicable Abu Dhabi Law or Abu Dhabi Global Market enactment, the latter shall

prevail.

(3) Where a particular rule or principle of the common law of England (including the

principles and rules of equity) has been abolished by a provision of an Act or any

legislative instrument adopted thereunder, which provision does not apply in, have

legal force in, and form part of the law of, the Abu Dhabi Global Market pursuant to

the Schedule, that rule or principle shall, notwithstanding such abolition but subject to

subsection (1), apply and have legal force in, and form part of the law of, the Abu

Dhabi Global Market.

(4) Where a particular rule or principle of the common law of England (including the

principles and rules of equity) has been modified by a provision of an Act or any

legislative instrument adopted thereunder, which provision does not apply in, have

legal force in, and form part of the law of, the Abu Dhabi Global Market pursuant to

the Schedule, that rule or principle shall, notwithstanding such modification but

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subject to subsection (1), apply and have legal force in, and form part of the law of,

the Abu Dhabi Global Market without giving effect to any such modification.

2. Application of certain statutes

(1) The Acts specified in the first column of the Schedule, as and to the extent in force in

England at the date of enactment of these Regulations, shall apply and have legal

force in, and form part of the law of, the Abu Dhabi Global Market -

(a) to the extent specified in the second column thereof and subject to any

omissions, insertions and modifications set out in that column;

(b) subject to any amendment thereof (whenever made) pursuant to any

Applicable Abu Dhabi Law or an Abu Dhabi Global Market enactment; and

(c) notwithstanding any amendment thereof as part of the law of England made

pursuant to an Act or any legislative instrument adopted thereunder at any

time after the date of enactment of these Regulations, which amendment shall

not apply and have legal force in, or form part of the law of, the Abu Dhabi

Global Market, unless and until an Abu Dhabi Global Market enactment

expressly provides that it applies and has legal force in, and forms part of the

law of, the Abu Dhabi Global Market.

(2) Subsection (1) is subject to any contrary provision in any Applicable Abu Dhabi Law

or Abu Dhabi Global Market enactment. In the event of any conflict or inconsistency

between (a) a provision of any Act applicable in the Abu Dhabi Global Market by

virtue of subsection (1), and (b) any provision, rule or principle of any Applicable

Abu Dhabi Law or Abu Dhabi Global Market enactment, the latter shall prevail.

(3) In relation to any Act specified in the Schedule, unless the context otherwise requires

or unless specified otherwise in these Regulations -

(a) any reference to England, England and Wales, Great Britain or the United

Kingdom shall be read as a reference to the Abu Dhabi Global Market, and

"English", "British" and related expressions shall be construed accordingly;

(b) any reference in such Act to a provision of any other Act shall be read as a

reference to such provision as applied and having legal force in, and forming

part of the law of, the Abu Dhabi Global Market;

(c) any reference in an Abu Dhabi Global Market enactment to such Act shall be

read as a reference to such Act as applied and having legal force in, and

forming part of the law of, the Abu Dhabi Global Market;

(d) any references to the "High Court" or the "County Court" shall be read as

references to the Court;

(e) the words "statute" or "enactment" shall be read as referring to any of (i) an

Applicable Abu Dhabi Law, (ii) an Abu Dhabi Global Market enactment, or

(iii) any other Act applied and having legal force in, and forming part of the

law of, the Abu Dhabi Global Market pursuant to these Regulations, and

"statutory" and like expressions shall be construed accordingly;

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(f) where, as of the date of enactment of these Regulations, any provision of such

Act stands repealed in relation to England, it shall not apply and have legal

force in, and form part of the law of, the Abu Dhabi Global Market,

notwithstanding that (i) the repeal is, in England, subject to any savings or

transitional provisions, (ii) the repealed provision is not specifically omitted in

the Schedule, and (iii) the provision of the repealing Act (or of any legislative

instrument adopted thereunder) that effects the repeal is omitted by the

Schedule or does not, pursuant to the Schedule, apply and have legal force in,

and form part of the law of, the Abu Dhabi Global Market;

(g) where, as of the date of enactment of these Regulations, any provision of such

Act has been modified or inserted into such Act by a provision of another Act

(or of any legislative instrument adopted thereunder) and the first provision is,

pursuant to the Schedule, applied and has legal force in, and forms part of the

law of, the Abu Dhabi Global Market, it shall do so (or do so with such

modification, if applicable) even if the second provision does not, pursuant to

the Schedule, apply and have legal force in, and form part of the law of, the

Abu Dhabi Global Market and even if the second provision is omitted

pursuant to the Schedule;

(h) any references to (i) Scotland or Northern Ireland, or (ii) any Act relating

solely to Scotland or Northern Ireland (including to any legislative instrument

which relates solely to Scotland or Northern Ireland), shall be disregarded;

(i) any provisions relating only to Scotland or Northern Ireland shall be

disregarded;

(j) any references to "land" or "real property" shall be read as references to "real

property", as defined in the Real Property Regulations 2015;

(k) any reference to "mortgage" in relation to land shall be read as a reference to

"mortgage", as defined in the Real Property Regulations 2015;

(l) any reference to a "personal representative" shall be read as a reference to the

legal heir or representative of a deceased person; and

(m) any reference in such Act to any provision of such Act that is omitted pursuant

to the Schedule shall also be omitted.

(4) Except as provided in these Regulations, no Act shall apply and have legal force in, or

form part of the law of, the Abu Dhabi Global Market.

(5) The Board may in any manner it thinks fit publish copies of the Acts which apply and

have legal force in, and form part of the law of, the Abu Dhabi Global Market

reflecting such revisions as are made by these Regulations.

(6) The copies of Acts published in accordance with subsection (5) shall, in the Court and

for all purposes related to determining the law of the Abu Dhabi Global Market, be

treated as authentic texts of those Acts as applicable and having legal force in, and

forming part of the law of, the Abu Dhabi Global Market.

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3. Concurrent administration of law and equity

(1) The Court and all tribunals in the Abu Dhabi Global Market shall administer English

common law and equity on the basis that, wherever there is any conflict or variance

between the rules of equity and the rules of the common law with reference to the

same matter, the rules of equity shall prevail.

(2) The Court and all tribunals in the Abu Dhabi Global Market shall, when applying the

law of the Abu Dhabi Global Market, give the same effect -

(a) to all equitable estates, titles, rights, reliefs, defences and counterclaims, and to

all equitable duties and liabilities; and

(b) subject thereto, to all legal claims and demands and all estates, titles, rights,

duties, obligations and liabilities existing by the common law or by any

custom or created by any other law in force in the Abu Dhabi Global Market,

and, subject to the provisions of these Regulations and any other law, shall so exercise

their jurisdiction in every cause or matter before them as to secure that, as far as

possible, all matters in dispute between the parties are completely and finally

determined, and all multiplicity of legal proceedings with respect to any of those

matters is avoided.

(3) Nothing in these Regulations shall affect the power of the Court to stay any

proceedings before it, where it thinks fit to do so, either of its own motion or on the

application of any person, whether or not a party to the proceedings.

4. Rule against perpetuities

(1) The rule against perpetuities (or remoteness of vesting) is abolished.

(2) A trust (whether created by an instrument or otherwise) may continue in existence for

an unlimited period unless the terms of the trust provide to the contrary.

(3) This section does not affect any rule of law that limits the duration of non-charitable

purpose trusts.

5. Power to remove difficulties

The Board may, where it considers it necessary or expedient for the purpose of

removing any difficulty arising from local conditions or circumstances in the

application of any provision in any Act specified in the Schedule, make rules to

modify or substitute that provision.

6. Exclusion of criminal law

Nothing in these Regulations creates a criminal offence.

7. Interpretation

In these Regulations, unless the context indicates otherwise, the defined terms listed

below shall have the corresponding meanings -

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"Abu Dhabi Global Market enactment" means any regulations adopted by the Board

pursuant to Article 6(1) of the ADGM Founding Law, including any subordinate

legislation adopted pursuant to any such regulations or pursuant to the ADGM

Founding Law;

"Act" means an Act of the Parliament of England, an Act of the Parliament of Great

Britain, an Act of the Parliament of the United Kingdom of Great Britain and Ireland,

or an Act of the Parliament of the United Kingdom of Great Britain and Northern

Ireland, as the context requires; and

"Applicable Abu Dhabi Law" means any of the following: (i) the Constitution; (ii) the

Financial Free Zones Law and any rules, orders, decrees, resolutions, by-laws,

notifications or similar measures adopted pursuant to that law; (iii) any Federal Law

which, pursuant to the Constitution and the Financial Free Zones Law, applies and has

legal force in, and forms part of the law of, the Abu Dhabi Global Market; (iv) the

ADGM Founding Law; and (v) a law issued after the date of enactment of these

Regulations by His Highness the Ruler of the Emirate of Abu Dhabi which expressly

provides for the law to have application in the Abu Dhabi Global Market and any

rules, regulations, orders, resolutions or similar measures adopted pursuant to such

law.

8. Short title, extent and commencement

(1) These Regulations may be cited as the Application of English Law Regulations 2015.

(2) These Regulations shall apply in the Abu Dhabi Global Market.

(3) These Regulations come into force on the date of their publication. The Board may by

rules make any transitional, transitory, consequential, saving, incidental or

supplementary provision in relation to the commencement of these Regulations as the

Board thinks fit.

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SCHEDULE: APPLICABLE STATUTES

Section 2

Act Extent of application and modifications

Statute of Frauds 1677 (Chapter 3) The whole Act.

Life Assurance Act 1774 (Chapter 48) The whole Act.

Statute of Frauds Amendment Act 1828

(Chapter 14)

The whole Act, other than section 9, which

shall be omitted.

Mercantile Law Amendment Act 1856

(Chapter 97)

The whole Act, other than section 17,

which shall be omitted, and subject to the

following modification: in section 8, the

words "United Kingdom of Great Britain

and Ireland, the Islands of Man, Guernsey,

Jersey, Alderney, and Sark, and the islands

adjacent to any of them, being part of the

dominions of Her Majesty" shall be

substituted by the words "United Arab

Emirates".

Policies of Assurance Act 1867 (Chapter

144)

The whole Act, other than section 8, which

shall be omitted, and subject to the

following modifications:

(1) In section 3, the words "either in

England or Scotland or Ireland"

shall be omitted.

(2) In section 4, the words "after the

thirtieth day of September one

thousand eight hundred and

sixty seven" shall be omitted.

(3) In section 6, the words "fee not

exceeding 25p" shall be substituted

by the words "reasonable fee".

Apportionment Act 1870 (Chapter 35) The whole Act.

Bankers' Books Evidence Act 1879

(Chapter 11)

The whole Act, subject to the following

modifications:

(1) In sections 4 and 5, the words

"commissioner or" shall be omitted.

(2) In section 6, the words "or under

the Civil Evidence (Scotland) Act

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1988, or Schedule 3 to the Prisoners

and Criminal Proceedings

(Scotland) Act 1993 or Schedule 8

to the Criminal Procedure

(Scotland) Act 1995" shall be

omitted.

(3) Subsections (1), (1A), (1B) and

(1C) of section 9 shall be omitted.

(4) In section 10: (i) in the definition of

"legal proceeding" the words "or

criminal" shall be omitted;

(ii) paragraphs (b) and (c) of the

definition of "legal proceeding"

shall be omitted; (iii) the definition

of "judge" shall be omitted; and

(iv) the final sentence of the

section shall be omitted.

(5) In section 11, the words "Sunday,

Christmas Day, Good Friday" shall

be substituted by the words "Friday,

Saturday".

Bills of Exchange Act 1882 (Chapter 61) The whole Act, other than sections

98, 99 and 100, which shall be omitted, and

subject to the following modifications:

(1) Any references to the "British

Islands" in the Act shall be read as

references to the Abu Dhabi Global

Market.

(2) In section 2, the definition of

"Postal operator" shall be

substituted by the following

definition: ""Postal operator" means

a person who provides

(a) the service of conveying postal

packets from one place to another

by post, or (b) any of the incidental

services of receiving, collecting,

sorting and delivering postal

packets."

(3) In subsection (1) of section 4, the

definition of "British Islands" shall

be omitted.

(4) In subsection (2) of section 13, the

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word "Sunday" shall be substituted

by the words "Friday or Saturday".

(5) Subsection (7A) of section 51 shall

be omitted.

(6) In subsection (1) of section 53, the

words "This subsection shall not

extend to Scotland" shall be

omitted.

(7) Subsection (2) of section 53 shall

be omitted.

(8) In section 74A, the words "the

London, Edinburgh and Belfast

Gazettes" shall be substituted by the

words "at least two leading English

language newspapers of the United

Arab Emirates".

(9) In section 92, the definition of

"Non-business days" shall be

substituted by the following:

""Non-business days" for the

purposes of this Act mean any

Friday, Saturday or any other day

declared a public holiday in the

United Arab Emirates.".

(10) Subsection (2) of section 94 shall

be omitted.

(11) In subsection (3) of section 97: (i)

the words "or in any repeal effected

thereby" shall be omitted; (ii)

paragraph (a) shall be omitted; (iii)

in paragraph (b) the words

"Companies Act 1862" shall be

substituted by the words

"Companies Regulations 2015" and

the word "Acts" shall be substituted

by the word "enactments"; and (iv)

paragraph (c) shall be omitted.

(12) In Schedule 1, the words "in the

county of" and "188" shall be

omitted.

Factors Act 1889 (Chapter 45) The whole Act, other than section 16,

which shall be omitted, and subject to the

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following modification: in section 9, the

words in the second paragraph

commencing with "for the purposes of this

section" and ending with "in the agreement

are fulfilled" shall be omitted.

Partnership Act 1890 (Chapter 39) The whole Act, other than section 47,

which shall be omitted, and subject to the

following modifications:

(1) In subsection (2) of section 1, the

words "Companies Act 2006" shall

be substituted by the words

"Companies Regulations 2015" and

the words "Act of Parliament or

letters patent, or Royal Charter"

shall be substituted by the word

"enactment".

(2) In paragraph (c) of subsection (3) of

section 2, the words "surviving civil

partner" shall be omitted.

(3) In section 3, the words "100p in the

pound" shall be substituted by the

words "the full amount due".

(4) Subsection (2) of section 4 shall be

omitted.

(5) In section 9, the words "and in

Scotland severally also" and the

words "in England or Ireland" shall

be omitted.

(6) In subsection (2) of section 20, the

words "or in Scotland the title to

and interest in any heritable estate"

shall be omitted.

(7) In subsection (3) of section 20, the

words "or in Scotland of any

heritable estate" shall be omitted.

(8) In subsection (2) of section 23, the

words "High Court or a judge

thereof, or the county court in

England and Wales or a county

court in Northern Ireland" shall be

substituted by the word "Court".

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(9) Subsection (5) of section 23 shall

be omitted.

(10) In subsection (1) of section 31,

between the words "An

assignment" and "by any partner"

the words "of any nature" shall be

inserted and between the words "by

any partner of" and the words "his

share in the partnership" the words

"all or any part of" shall be inserted.

(11) Subsection (2) of section 36 shall

be substituted by the following

subsection, namely: "(2) An

advertisement shall be sufficient

notice, to persons who had dealings

with the firm before the date of the

dissolution or change so advertised,

of the change in constitution of the

firm."

(12) The following subsection shall be

inserted after subsection (2) of

section 36, namely: "(2A) The

advertisement referred to in

subsection (2) must be - (a) legible

and clearly state the necessary

details of a change of partner or

dissolution of the firm; and

(b) placed in one or more

newspapers or other publications

best suited to bring the change or

dissolution to the attention of any

persons who may be affected by

such change or dissolution."

(13) In section 38, the words "and in

relation to any prosecution of the

partnership by virtue of section 1 of

the Partnerships (Prosecution)

(Scotland) Act 2013" shall be

omitted.

Bodies Corporate (Joint Tenancy) Act

1899 (Chapter 20)

The whole Act.

Marine Insurance Act 1906 (Chapter 41) The whole Act, subject to the following

modifications:

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(1) Subsection (6) of section 18 shall

be omitted.

(2) Subsection (2) of section 19 shall

be omitted.

(3) Subsection (8) of section 20 shall

be omitted.

(4) In subsection (1) of section 91: (i)

the words "or in any repeal effected

thereby" shall be omitted; (ii)

paragraph (a) shall be omitted; (iii)

in paragraph (b) the words

"Companies Act 1862" shall be

substituted by the words

"Companies Regulations 2015";

and (iv) paragraph (c) shall be

omitted.

(5) In Schedule 1, in the form of policy

set out in it, the words "And it is

agreed by us, the insurers, that this

writing or policy of assurance shall

be of as much force and effect as

the surest writing or policy of

assurance heretofore made in

Lombard Street, or in the Royal

Exchange, or elsewhere in London"

appearing in the eighth paragraph

shall be omitted and the word

"London" appearing in the

ninth paragraph shall be substituted

by "………".

Limited Partnerships Act 1907 (Chapter

24)

The whole Act, other than section 10,

which shall be omitted, and subject to the

following modifications:

(1) In subsection (2) of section 4, the

words "shall at the time of entering

into such partnership contribute

thereto a sum or sums as capital or

property valued at a stated amount"

shall be substituted by the words

"may make one or more capital

contributions (whether in cash or in

kind) to the firm at any time", and

the words "so contributed" shall be

substituted by the words "of that

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limited partner's capital

contributions (if any) (and without

recourse to the personal assets of

that limited partner other than such

capital contributions)".

(2) The words of subsection (3) of

section 4 shall be substituted by the

following words: "Subject to any

agreement to the contrary among

the partners, where a limited partner

has made one or more capital

contributions to the firm, that

limited partner is entitled to

withdraw all or any portion of its

capital in the firm at any time.

Subject to any agreement to the

contrary among the partners and

subject to any enactment or rule of

law relating to insolvency, a limited

partner that withdraws all or a

portion of its capital contribution

shall have no liability to return the

amount so withdrawn to satisfy the

debts and obligations of the firm".

(3) The words of subsection (3) of

section 6 shall be substituted by the

following words: "In the event of a

dissolution of a limited partnership,

and subject to any order made by

the Court providing for a different

arrangement or procedure - (a)

subject to any agreement among the

partners to the contrary, the general

partners shall wind up the affairs of

the limited partnership or shall

appoint a suitably qualified person

(which may be a third party) to do

so; and (b) if there are no general

partners then, subject to any

agreement among the partners to

the contrary, the limited partners

shall wind up the affairs of the

limited partnership or shall appoint

a suitably qualified person (which

may be a third party) to do so."

(4) After subsection (5) of section 6,

the following subsection shall be

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LNDOCS01/861680.28 13

inserted, namely: "(6) A limited

partner shall not be treated as taking

part in the management of the

partnership business merely by

doing one or more of the following

- (a) taking part in a decision about

the variation of the partnership

agreement; (b) taking part in a

decision about whether to approve

or veto: (i) a type of investment, (ii)

a particular investment by the

limited partnership, or (iii) the

participation by the relevant limited

partner in a particular investment

by the limited partnership; (c)

taking part in a decision about

whether the general nature of the

partnership business should change;

(d) taking part in a decision about

whether to dispose of the

partnership business or to acquire

another business; (e) taking part in

a decision about whether a person

should become or cease to be a

partner; (f) taking part in a decision

about whether the term of the

limited partnership should end,

and/or whether the limited

partnership should be wound up;

(g) taking part in a decision about

how the limited partnership should

be wound up; (h) enforcing his

rights under the partnership

agreement (unless those rights are

to carry out management

functions); (i) approving the

accounts of a limited partnership;

(j) approving the valuation of the

limited partnership's assets;

(k) being engaged under a contract

by the limited partnership or by a

general partner in the limited

partnership (unless the contract is to

carry out managerial functions); (l)

acting in his capacity as a director,

member or employee of, or a

shareholder in, a general partner or

any person appointed to manage or

advise the limited partnership in

relation to the affairs of the limited

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partnership; (m) taking part in a

decision which involves actual or

potential conflicts of interests that

affect or relate to the limited

partnership or its business or any

partner in the limited partnership;

(n) discussing the prospects of the

partnership business; (o) consulting

or advising a general partner, or the

general partners, or any person

appointed to manage the limited

partnership in relation to the affairs

of the limited partnership or

advising in relation to the activities

of the limited partnership or about

its accounts (including doing so as

a member of an advisory committee

of the limited partnership); (p)

taking part in any decision

regarding any changes in the

persons responsible for the day-to-

day management of the limited

partnership; (q) taking part in any

decision authorising any action by

or on behalf of the limited

partnership that is not otherwise

prohibited by the terms of the

partnership agreement;

and (r) inspecting the books of the

limited partnership and examining

into the state and prospects of the

partnership business, and advising

partners thereon. The fact that a

limited partner undertakes, or

engages in, any activity not

expressly referred to above shall

not necessarily constitute that

limited partner as taking part in the

management of the partnership

business.".

(5) The following words shall be

inserted after the words of

section 7: "Notwithstanding the

preceding sentence, and subject to

any agreement among the partners

to the contrary, limited partners

shall not be subject to the duties

contained in sections 28 and 30 of

the Partnership Act 1890, or subject

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to equitable and common law duties

(if any) of similar effect.".

(6) In paragraph (d) of subsection (1)

of section 8A, the words "for the

part of the United Kingdom in

which the principal place of

business of the limited partnership

is to be situated" shall be omitted.

(7) Paragraphs (a), (c), (d) and (f) of

subsection (2) of section 8A shall

be omitted.

(8) Paragraph (b) of subsection (2) of

section 8A shall be re-numbered as

paragraph (a), paragraph (e) of that

subsection shall be

re-numbered as paragraph (b) and

after that paragraph, there shall be

inserted the following paragraph,

namely: "(c) an election as to

whether the limited partnership is to

have legal personality (such an

election being irrevocable and not

subject to change).".

(9) Subsection (3) of section 8B shall

be omitted.

(10) After subsection (4) of section 8C,

the following subsection shall be

inserted, namely: "(5) Where the

application for registration of a

limited partnership includes, in

accordance with Section 8A, an

election that the limited partnership

have legal personality, then the

certificate of registration shall

specify that the limited partnership

has legal personality and the

certificate shall be conclusive

evidence of such legal

personality.".

(11) Paragraphs (b), (e), (f) and (g) of

subsection (1) of section 9 shall be

omitted.

(12) The words of paragraph (d) of

subsection (1) of section 9 shall be

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substituted by the words "the

general partners or the name of any

general partner".

(13) The words of subsection (2) of

section 9 shall be substituted by the

following words: "if default is made

in compliance with the

requirements of this section, the

registrar may impose a fine not

exceeding level 2 on the standard

fines scale on each of the general

partners.".

(14) In section 13, the words "send by

post to" shall be substituted by the

word "provide".

(15) The existing provision of section 14

shall be numbered as subsection (1)

and after that subsection the

following subsections shall be

inserted, namely: "(2) The Registrar

shall be empowered to - (a) remove

a limited partnership from the

register and index, on receipt by the

Registrar of an application from the

general partners of the limited

partnership (or from the former

general partners of the limited

partnership in the case of a

dissolved limited partnership)

confirming that the limited

partnership is to be removed from

the register and index (and where

applicable that the limited

partnership has been dissolved) by,

and in accordance with, the

agreement of the partners;

(b) remove a limited partnership

from the register and index on its

own initiative upon or following the

dissolution of the limited

partnership; (c) make a

correction to the register and index

in respect of a limited partnership,

on receipt by the Registrar of an

application from the general

partners of that limited partnership

or as may be directed by the Court.

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(3) In relation to each registered

limited partnership, the register and

index shall specify whether or not

that limited partnership has legal

personality.".

(16) In subsection (1) of section 15, the

words "registrar of companies"

shall be substituted by the word

"Registrar".

(17) The words of subsection (2) of

section 15 shall be substituted by

the words "In this Act, references to

the registrar are to be read as

references to the Registrar

established under the ADGM

Founding Law.".

(18) In subsection (1) of section 16, the

words "and there shall be paid for

such certificate of registration,

certified copy or extract such fees

as the Board of Trade may appoint,

not exceeding 10p for the certificate

of registration, and not exceeding

21/2p for each folio of seventy-two

words, or in Scotland for each sheet

of two hundred words" shall be

substituted by the words "in each

case for such fee as the registrar

may from time to time determine.".

(19) In subsection (2) of section 16, the

words "civil or criminal" shall be

omitted.

(20) In section 17, the words "Board of

Trade" shall be substituted by the

word "Board".

Trustee Act 1925 (Chapter 19) Parts II, III, IV and V only, other than

sections 34, 35, 54, 56, 63A, 64, 67, and

70, which shall be omitted, and subject to

the following modifications:

(1) Subsection (3) of section 12 shall

be omitted.

(2) Subsection (4) of section 13 shall

be omitted.

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(3) Subsection (2) of section 14 shall

be omitted.

(4) In section 15, the words "subject to

the restrictions imposed in regard to

receipts by a sole trustee not being

a trust corporation", and the words

"where by the instrument, if any,

creating the trust, or by statute, a

sole trustee is authorised to execute

the trusts and powers reposed in

him" shall be omitted.

(5) In subsection (2) of section 16, the

words "or to trustees of a settlement

for the purposes of the Settled Land

Act 1925, not being also the

statutory owners" shall be omitted.

(6) Subsections (3) and (4) of

section 18 shall be omitted.

(7) In subsection (1) of section 20, the

words "or to a settlement within the

meaning of the Settled Land Act

1925", the words "or by a tenant for

life impeachable for waste" and the

words "or settlement, as the case

may be" shall be omitted.

(8) In subsection (2) of section 20, the

words "or settlement" shall be

omitted.

(9) Paragraphs (a) and (b) of

subsection (3) of section 20 and

subsection (6) of that section shall

be omitted.

(10) In subsection (4) of section 20, the

words "and, in the case of money

which is deemed to be capital

money arising under the Settled

Land Act 1925, be subject to the

provisions of that Act with respect

to the application of capital money

by the trustees of the settlement"

shall be omitted.

(11) In paragraph (a) of subsection (2) of

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section 22, the words "place any

distringas notice or" shall be

omitted.

(12) In subsection (10) of section 25: (i)

the words "tenant for life and

statutory owner" shall be omitted;

(ii) in paragraph (a), the words

"except any executor who has

renounced probate" shall be

omitted; and (iii) paragraphs (b)

and (c) shall be omitted.

(13) In subsection (1) of section 26:

(i) paragraph (b) of that

subsection shall be omitted; (ii) in

paragraph (c) of that subsection the

words "either of" shall be omitted

and the words "foregoing

paragraphs" shall be substituted by

the words "foregoing paragraph";

and (iii) in the remainder of that

subsection the words "or grant", the

words "or grantee", and the words

"or granted" shall be omitted.

(14) Subsection (1A) of section 26 shall

be omitted.

(15) In subsection (2) of section 26, the

words "or grantor" shall be omitted.

(16) In subsection (3) of section 26:

(i) the words ""grant" applies to a

grant whether the rent is created by

limitation, grant, reservation, or

otherwise, and includes an

agreement for a grant and any

instrument giving any such

indemnity as aforesaid or varying

the liabilities under the grant", the

words "and "grantee"" and the word

"respectively" shall be omitted; and

(ii) the word "include" shall be

substituted by the word "includes"

and the word "them" shall be

substituted by the word "him".

(17) In subsection (1) of section 27:

(i) the words "the trustees of a

settlement" shall be omitted; and

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(ii) the words "the Gazette" shall be

substituted by the words "such

manner as may be prescribed by the

Board in rules made by the Board".

(18) In subsection (2) of section 31, the

words "or forms a civil partnership

under that age", the words "or his

formation of a civil partnership",

the words "or formation of a civil

partnership", the words "or for an

entailed interest", the words "but

without prejudice to any provision

with respect thereto contained in

any settlement by him made under

any statutory powers during his

infancy", and the words "and so

that, if such property is settled land,

such accumulations shall be held

upon the same trusts as if the same

were capital money arising

therefrom" shall be omitted.

(19) In subsection (3) of section 31, the

words "pounds per centum" shall be

substituted by the words "per cent".

(20) Subsection (5) of section 31 shall

be omitted.

(21) Subsections (2) and (3) of

section 32 shall be omitted.

(22) In subsection (1) of section 33, the

words "or civil partner" shall be

omitted.

(23) Subsections (2) and (4) of

section 33 shall be omitted.

(24) In subsection (1) of section 36, the

words "subject to the restrictions

imposed by this Act on the number

of trustees" shall be omitted.

(25) In subsection (2) of section 36, the

words "but subject to the

restrictions imposed by this Act on

the number of trustees" shall be

omitted.

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(26) In subsection (3) of section 36, the

words "and of any enactment

replaced thereby" shall be omitted.

(27) Subsections (4), (5), (6A), (6B),

(6C) and (6D) of section 36 shall be

omitted.

(28) In subsection (6) of section 36, the

words "nor shall the number of

trustees be increased beyond four

by virtue of any such appointment"

shall be omitted.

(29) In subsection (9) of section 36, the

words "of Protection" shall be

omitted.

(30) In subsection (1) of section 37, the

words "subject to the restrictions

imposed by this Act on the number

of trustees", the words "not

exceeding four", the words "save as

hereinafter provided" and the words

"but, except where only one trustee

was originally appointed, and a sole

trustee when appointed will be able

to give valid receipts for all capital

money, a trustee shall not be

discharged from his trust unless

there will be either a trust

corporation or at least two persons

to act as trustees to perform the

trust" shall be omitted.

(31) Subsection (2) of section 37 shall

be omitted.

(32) In subsection (1) of section 38, the

words "coming into operation after

the commencement of this Act"

shall be omitted.

(33) In subsection (1) of section 39, the

words "two persons" shall be

substituted by the words "one

person", the first occurrence of the

word "trustees" shall be substituted

by the word "trustee" and any

references to "co-trustees" and

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"continuing trustees" in section 39

or section 40 shall be construed

accordingly.

(34) In subsections (1) and (2) of

section 40, the words "is made after

the commencement of this Act and"

shall be omitted.

(35) In subsection (3) of section 40, the

words "whether made before or

after the commencement of this

Act" shall be omitted.

(36) In subsection (4) of section 40, the

words "an Act of Parliament" shall

be substituted by the words "any

enactment".

(37) Subsection (6) of section 40 shall

be omitted.

(38) Subsections (2) and (4) of

section 41 shall be omitted.

(39) In section 42, the words "other than

the Public Trustee" shall be

omitted.

(40) The proviso to section 47 shall be

omitted.

(41) In subsections (3) and (4) of

section 51, the words "Registrar of

Government Stock" shall be

substituted by the word "Registrar".

(42) Subsection (6) of section 51 shall

be omitted.

(43) In section 55, the words "or under

sections 15 to 20 of the Mental

Capacity Act 2005 or any

corresponding provision having

effect in Northern Ireland" shall be

omitted.

(44) Subsection (4) of section 57 shall

be omitted.

(45) In section 59, the words "counsel

and solicitor" shall be substituted

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by the word "lawyer".

(46) In section 61, the words "whether

the transaction alleged to be a

breach of trust occurred before or

after the commencement of this

Act" shall be omitted.

(47) Subsection (2) of section 62 shall

be omitted.

(48) In section 66, the words "Bank of

England, the Registrar of

Government Stock, any previous

Registrar of Government Stock"

shall be substituted by the word

"Registrar".

(49) In subsection (1) of section 68: (i)

the definitions set out in paragraphs

(4) (Gazette),

(6) (Land), (9) (Personal

representative), (15) (Tenant for

life, statutory owner, settled land,

settlement, trust instrument, trustees

of the settlement, term of years

absolute, and vesting instrument)

and (20) (United Kingdom) shall be

omitted; (ii) in the definition of

"Instrument" the words "Act of

Parliament" shall be substituted by

the words "an enactment";

(iii) in the definition of "Mortgage"

the words "by way of legal

mortgage" shall be omitted; and (iv)

in the definition of "Trust

corporation" the words "the Public

Trustee or", the word "either" and

the words "or entitled by rules

made under subsection (3) of

section four of the Public Trustee

Act 1906, to act as custodian

trustee" shall be omitted.

(50) Subsections (2) and (3) of

section 68 shall be omitted.

(51) Subsection (1) of section 69 shall

be omitted.

(52) Subsections (3) and (4) of

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section 71 shall be omitted.

Law Reform (Miscellaneous Provisions)

Act 1934 (Chapter 41)

The whole Act, other than section 3, which

shall be omitted, and subject to the

following modification: subsection (2) of

section 4 shall be omitted.

Law Reform (Married Women and

Tortfeasors) Act 1935 (Chapter 30)

The whole Act, other than section 5, which

shall be omitted, and subject to the

following modifications:

(1) Subsection (1) of section 4 shall be

omitted.

(2) In subsection (1) of section 2: (i)

paragraph (a) shall be omitted; (ii)

in paragraph (b) the words "married

after the passing of this Act" shall

be omitted; and (iii) in paragraph

(c) the words "after the passing of

this Act" shall be omitted.

(3) Subsections (2) and (3) of section 8

shall be omitted.

Law Reform (Frustrated Contracts) Act

1943 (Chapter 40)

The whole Act, subject to the following

modification: subsections (1) and (2) of

section 2 shall be omitted.

Law Reform (Contributory Negligence)

Act 1945 (Chapter 28)

The whole Act, other than sections 3, 5 and

6, which shall be omitted, and subject to

the following modification: in

subsection (5) of section 1, the words "the

Limitation Act 1939, or any other

enactment" shall be substituted by the

words "any enactment".

Law Reform (Personal Injuries) Act 1948

(Chapter 41)

The whole Act, other than sections 2, 4 and

5, which shall be omitted, and subject to

the following modifications:

(1) Subsection (2) of section 1 shall be

omitted.

(2) Subsection (2) of section 6 shall be

omitted.

Occupiers' Liability Act 1957 (Chapter

31)

The whole Act, other than sections 6 and 7,

which shall be omitted, and subject to the

following modifications:

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(1) Subsection (4) of section 1 shall be

omitted.

(2) In subsection (4) of section 3, the

words "(including a statutory

tenancy which does not in law

amount to a tenancy)" shall be

omitted.

(3) Subsection (5) of section 3 shall be

omitted.

(4) Subsection (4) of section 5 shall be

omitted.

(5) Subsections (2) and (3) of section 8

shall be omitted.

Cheques Act 1957 (Chapter 36) The whole Act, other than section 7, which

shall be omitted, and subject to the

following modifications:

(1) Paragraph (c) of subsection (2) of

section 4 shall be omitted.

(2) Subsection (2) of section 8 shall be

omitted.

Variation of Trusts Act 1958 (Chapter

53)

The whole Act, other than section 2, which

shall be omitted, and subject to the

following modifications:

(1) In subsection (1) of section 1, the

words "arising, whether before or

after the passing of this Act, under

any will, settlement or other

disposition" shall be omitted.

(2) Subsections (3), (5) and (6) of

section 1 shall be omitted.

Corporate Bodies' Contracts Act 1960

(Chapter 46)

The whole Act, subject to the following

modifications:

(1) Subsection (5) of section 1 shall be

omitted.

(2) In section 2, the reference to the

"Companies Act 2006" shall be

read as a reference to the

Companies Regulations 2015.

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(3) Paragraph (c) of section 2 shall be

omitted.

(4) Subsection (3) of section 4 shall be

omitted.

Law Reform (Husband and Wife) Act

1962 (Chapter 48)

The whole Act, other than section 2, which

shall be omitted, and subject to the

following modifications:

(1) Paragraph (b) of subsection (2) of

section 1, and the words appearing

after that paragraph shall be

omitted.

(2) Subsection (4) of section 1 shall be

omitted.

(3) In subsection (3) of section 3, the

words "and subsection (1) of

section two" shall be omitted.

(4) Subsections (4) and (5) of section 3

shall be omitted.

Hire-Purchase Act 1964 (Chapter 53) The whole Act, subject to the following

modifications:

(1) In subsection (1) of section 27, the

words "or (in Scotland) hired" shall

be omitted.

(2) In subsection (1) of section 28, the

words "(whether criminal or civil)"

and the words "or

(in Scotland) hired" shall be

omitted.

(3) In section 29, the words "or

(in Scotland) hired", the words "or

(in Scotland) hiring" and the words

"or hired" shall be omitted.

(4) In paragraph (b) of subsection (4)

of section 29, the words "including

a person who at the time is, by

virtue of section 130(4) of the

Consumer Credit Act 1974 treated

as a bailee or (in Scotland) a

custodier of the vehicle" shall be

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omitted.

(5) Subsection (5) of section 37 shall

be omitted.

Misrepresentation Act 1967 (Chapter 7) The whole Act, other than section 5, which

shall be omitted, and subject to the

following modifications:

(1) Subsections (4) and (5) of section 2

shall be omitted.

(2) Subsections (2), (3) and (4) of

section 6 shall be omitted.

Law Reform (Miscellaneous Provisions)

Act 1970 (Chapter 33)

The whole Act, other than the Schedule,

which shall be omitted, and subject to the

following modifications:

(1) Subsection (2) of section 1 shall be

omitted.

(2) In subsection (1) of section 2, the

words "including any such rule as

explained by section 37 of the

Matrimonial Proceedings and

Property Act 1970" shall be

omitted.

(3) Subsection (2) of section 2 shall be

omitted.

(4) In section 5, the words "except in

the case of a cause of action

accruing before this Act comes into

force if an action in respect thereof

has been begun before this Act

comes into force" shall be omitted.

(5) Subsections (2), (3) and (4) of

section 7 shall be omitted.

Powers of Attorney Act 1971 (Chapter

27)

The whole Act, other than Schedule 2,

which shall be omitted, and subject to the

following modifications:

(1) In paragraph (b) of subsection (1)

of section 3, the words "solicitor,

authorised person or stockbroker"

shall be substituted by the word

"lawyer".

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(2) Subsections (3) and (5) of section 3

shall be omitted.

(3) In subsection (4) of section 3, the

words "section 4 of the Evidence

and Powers of Attorney Act 1940

(proof of deposited instruments by

office copy) and to" shall be

omitted.

(4) Subsection (3) of section 4 shall be

omitted.

(5) In paragraph (b) of subsection (4)

of section 5, the words "statutory

declaration" shall be substituted by

the words "a declaration in a form

prescribed by the Board in rules

made by the Board".

(6) The words of subsection (6) of

section 5 shall be substituted by the

following words: "In this section -

(a) "purchaser" means a purchaser

in good faith for money or money's

worth and includes a lessee,

mortgagee or other person who for

money or money's worth acquires

an interest in property; (b) where

the context so requires "purchaser"

includes an intending purchaser;

and (c) "purchase" has a meaning

corresponding with that of

"purchaser".".

(7) Subsection (7) of section 5 shall be

omitted.

(8) The words of subsection (2) of

section 6 shall be substituted by the

following words: "In this section -

(a) "registered securities" means

transferable securities the holders of

which are entered in a register

(whether maintained in the Abu

Dhabi Global Market or not); and

(b) "stock exchange transaction"

means a sale and purchase of

securities in which each of the

parties is a member of a stock

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exchange acting in the ordinary

course of his business as such or is

acting through the agency of such a

member; and for the purposes of

this definition "stock exchange"

means any stock exchange which is

declared to be a recognised stock

exchange in rules made by the

Board.".

(9) Subsections (1A), (2) and (4) of

section 7 shall be omitted.

(10) In subsection (2) of section 10, the

words "or as a tenant for life or

statutory owner within the meaning

of the Settled Land Act 1925" shall

be omitted.

(11) Subsections (2), (3) and (5) of

section 11 shall be omitted.

Supply of Goods (Implied Terms) Act

1973 (Chapter 13)

The whole Act, other than sections 12A

and 17, which shall be omitted, and subject

to the following modifications:

(1) In subsection (1) of section 8, the

words "or (in Scotland) hired" shall

be omitted.

(2) In subsection (2) of section 8, the

words "or hired" shall be omitted.

(3) In subsection (3) of section 8, the

words "as regards England and

Wales and Northern Ireland" shall

be omitted.

(4) In subsection (1) of section 9, the

words "or (in Scotland) hired" and

the words "or hired" shall be

omitted.

(5) In subsection (1A) of section 9, the

words "as regards England and

Wales and Northern Ireland" shall

be omitted.

(6) In subsection (2) of section 9, the

words "or hired" and the words "or

hire" shall be omitted.

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(7) In subsection (1) of section 10, the

words "including any enactment of

the Parliament of Northern Ireland,

or the Northern Ireland Assembly"

and the words "or (in Scotland)

hired" shall be omitted.

(8) In subsection (2) of section 10, the

words "or hires" shall be omitted.

(9) In subsection (2C) of section 10,

the words "or hired" shall be

omitted.

(10) In subsection (2D) of section 10,

the words "or hired" and the words

"or, in Scotland, if the goods are

hired to a person under a consumer

contract" shall be omitted.

(11) In subsection (2F) of section 10, the

words "or hired" and the words "or,

in Scotland, whether or not the

goods are hired to a person under a

consumer contract" shall be

omitted.

(12) In subsection (3) of section 10, the

words "or hires" and the words "or

hired" shall be omitted.

(13) In subsection (5) of section 10, the

words "or hiring" and the words "or

hired" shall be omitted.

(14) In subsection (7) of section 10, the

words "as regards England and

Wales and Northern Ireland" shall

be omitted.

(15) Subsection (8) of section 10 shall

be omitted.

(16) In subsection (1) of section 11, the

words "or (in Scotland) hired" and

the words "or hired" shall be

omitted.

(17) In subsection (2) of section 11, the

words "as regards England and

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Wales and Northern Ireland" shall

be omitted.

(18) Subsection (5) of section 11A shall

be omitted.

(19) In subsection (2) of section 14, the

words "in England and Wales and

Northern Ireland" shall be omitted.

(20) In subsection (1) of section 15:

(i) in the definition of "business",

the words "(including a Northern

Ireland department)" shall be

omitted; (ii) in the definition of

"creditor", the words "or (in

Scotland) hired" shall be omitted;

(iii) in the definition of "hire-

purchase agreement" the words "or

(in Scotland) hired" and the words

"or hired" shall be omitted; and (iv)

in the definition of "producer" the

words "into the European

Economic Area" shall be omitted.

(21) In subsection (4) of section 15, the

words "including any enactment of

the Parliament of Northern Ireland

or the Northern Ireland Assembly"

shall be omitted.

(22) Subsections (3), (4) and (5) of

section 18 shall be omitted.

Insurance Companies Amendment Act

1973 (Chapter 58)

The whole Act, subject to the following

modification: subsection (2) of section 50

shall be omitted.

Fatal Accidents Act 1976 (Chapter 30) The whole Act, other than section 6 and

Schedules 1 and 2, which shall be omitted,

and subject to following modifications:

(1) In subsection (3) of section 1,

paragraphs (aa), (b) and (fa) shall

be omitted.

(2) Subsection (4A) of section 1 shall

be omitted.

(3) In paragraph (a) of subsection (5) of

section 1, the words "or civil

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LNDOCS01/861680.28 32

partnership" shall be omitted.

(4) Paragraph (b) of subsection (5) of

section 1 shall be omitted.

(5) In paragraphs (a) and (b) of

subsection (2) of section 1A, the

words "or civil partner" and the

words "or a civil partner" shall be

omitted.

(6) In paragraph (b) of subsection (2)

of section 1A, the words "if he was

legitimate; and" and the words "of

his mother, if he was illegitimate"

shall be omitted.

(7) In subsection (3) of section 1A, the

figure "£12,980" shall be

substituted by the figure "20,000

United States Dollars".

(8) In subsection (5) of section 1A, the

words "The Lord Chancellor may

by order made by statutory

instrument, subject to annulment in

pursuance of a resolution of either

House of Parliament" shall be

substituted by the words "The

Board may make rules to".

(9) In subsection (4) of section 2, the

word "solicitor" shall be substituted

by the word "lawyer".

(10) Subsection (4) of section 3 shall be

omitted.

(11) Subsections (2) and (3) of section 7

shall be omitted.

Torts (Interference with Goods) Act 1977

(Chapter 32)

The whole Act, other than sections 15 and

16 and Schedule 2, which shall be omitted,

and subject to the following modifications:

(1) In section 1, the words "and

references in this Act (however

worded) to proceedings for

wrongful interference or to a claim

or right to claim for wrongful

interference shall include references

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to proceedings by virtue of Part I of

the Consumer Protection Act 1987

or Part II of the Consumer

Protection (Northern Ireland) Order

1987 (product liability) in respect

of any damage to goods or to an

interest in goods or, as the case may

be, to a claim or right to claim by

virtue of that Part in respect of any

such damage" shall be omitted.

(2) Paragraphs (a) and (b) of

subsection (8) of section 3 shall be

omitted.

(3) Subsections (4), (5) and (6) of

section 4 shall be omitted.

(4) Subsections (3) and (4) of section 9

shall be omitted.

(5) Subsection (9) of section 12 shall

be omitted.

(6) Subsection (3) of section 13 shall

be omitted.

(7) In subsection (1) of section 14, the

definitions of "enactment" and

"High Court" shall be omitted.

(8) Subsections (2) and (3) of

section 17 shall be omitted.

(9) In paragraph 6 of Schedule 1, the

words "in a registered letter, or by

the recorded delivery service" shall

be omitted.

(10) In paragraph 8 of Schedule 1, the

words "and of section 26 of the

Interpretation Act 1889 in its

application to this Schedule" shall

be omitted.

Unfair Contract Terms Act 1977

(Chapter 50)

Parts I and III and the Schedules only,

other than sections 8, 28 and 31 and

Schedules 3 and 4, which shall be omitted,

and subject to the following modifications:

(1) In paragraph (c) of subsection (1) of

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section 1, the words "or the

Occupiers' Liability Act (Northern

Ireland) 1957" shall be omitted.

(2) In subsection (1) of section 11, the

words "and section 3 of the

Misrepresentation Act (Northern

Ireland) 1967" shall be omitted.

(3) In section 14, the definition of "hire

purchase agreement" shall be

substituted by the following

definition: ""hire-purchase

agreement" means an agreement,

other than a conditional sale

agreement, under which -

(a) goods are bailed in return for

periodical payments by the person

to whom they are bailed, and

(b) the property in the goods will

pass to that person if the terms of

the agreement are complied with

and one or more of the following

occurs - (i) the exercise of an option

to purchase by that person, (ii) the

doing of any other specified act by

any party to the agreement, or (iii)

the happening of any other

specified event; and for the

purposes of this definition

"conditional sale agreement" means

an agreement for the sale of goods

or land under which the purchase

price or part of it is payable by

installments, and the property in the

goods or land is to remain in the

seller (notwithstanding that the

buyer is to be in possession of the

goods or land) until such conditions

as to the payment of installments or

otherwise as may be specified in the

agreement are fulfilled.".

(4) In paragraph (b) of subsection (3)

of section 26, the words "(the

Channel Islands and the Isle of Man

being treated for this purpose as

different States from the United

Kingdom)" shall be omitted.

(5) In subsection (1) of section 27, the

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words "any part of" shall be

omitted.

(6) Subsection (3) of section 27 shall

be omitted.

(7) Paragraph (b) of subsection (1) of

section 29 shall be omitted.

(8) In subsection (3) of section 29, the

definitions of "enactment" and

"statutory" shall be omitted.

(9) Subsections (2), (3) and (4) of

section 32 shall be omitted.

(10) Sub-paragraph (f) of paragraph 1 of

Schedule 1 shall be omitted.

(11) Paragraph 5 of Schedule 1 shall be

omitted.

Civil Liability (Contribution) Act 1978

(Chapter 47)

The whole Act, other than sections 5,

8 and 9 and Schedules 1 and 2, which shall

be omitted, and subject to the following

modifications:

(1) In subsection (5) of section 1, the

words "any part of" shall be

omitted.

(2) Subsections (1) and (2) of section 7

shall be omitted.

(3) Subsections (2) and (3) of

section 10 shall be omitted.

Sale of Goods Act 1979 (Chapter 54) The whole Act, other than sections 1, 15B,

22, 53A, 56, 58, and 63, and Schedules 1,

2, 3 and 4, which shall be omitted, and

subject to the following modifications:

(1) All references in the Act to

"custodier" shall be omitted.

(2) All references in the Act to "the

Factors Acts" shall be substituted

by references to the Factors Act

1889.

(3) Subsections (1) and (7) of

section 11 shall be omitted.

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(4) In subsection (5A) of section 12,

the words "as regards England and

Wales and Northern Ireland" shall

be omitted.

(5) Subsection (6) of section 12 shall

be omitted.

(6) In subsection (1A) of section 13,

the words "as regards England and

Wales and Northern Ireland" shall

be omitted.

(7) Subsection (4) of section 13 shall

be omitted.

(8) In subsection (2D) of section 14,

the words "or, in Scotland, if a

contract of sale is a consumer

contract" shall be omitted.

(9) In subsection (2F) of section 14, the

words "or, in Scotland, whether or

not the contract of sale is a

consumer contract" shall be

omitted.

(10) In subsection (6) of section 14, the

words "as regards England and

Wales and Northern Ireland" shall

be omitted.

(11) Subsections (7) and (8) of

section 14 shall be omitted.

(12) In subsection (3) of section 15, the

words "as regards England and

Wales and Northern Ireland" shall

be omitted.

(13) Subsection (4) of section 15 shall

be omitted.

(14) Subsection (4) of section 15A shall

be omitted.

(15) In subsection (4) of section 20, the

words "or, in Scotland, where there

is a consumer contract in which the

buyer is a consumer" shall be

omitted.

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(16) Subsections (2), (3) and (4) of

section 25 shall be omitted.

(17) Subsection (2C) of section 30 shall

be omitted.

(18) In subsection (4) of section 32, the

words "or, in Scotland, where there

is a consumer contract in which the

buyer is a consumer" shall be

omitted.

(19) In subsection (3) of section 35, the

words "or (in Scotland) the contract

of sale is a consumer contract" shall

be omitted.

(20) Subsection (8) of section 35 shall

be omitted.

(21) In subsection (1) of section 48A,

the words "or, in Scotland, there is

a consumer contract in which the

buyer is a consumer" shall be

omitted.

(22) In subsection (2) of section 48D,

the words "in England and Wales or

Northern Ireland" and the words "in

Scotland he rejects any goods

delivered under the contract and

treats it as repudiated" shall be

omitted.

(23) In subsection (2) of section 48E, the

words "or, in Scotland, specific

implement" shall be omitted.

(24) Subsection (3) of section 49 shall

be omitted.

(25) Subsection (4) of section 52 shall

be omitted.

(26) Subsection (5) of section 53 shall

be omitted.

(27) Subsection (3) of section 55 shall

be omitted.

(28) In subsection (1) of section 61: (i)

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in the definition of "action", the

words "and in Scotland

condescendence and claim and

compensation" shall be omitted; (ii)

in the definition of "business", the

words "(including a Northern

Ireland department)" shall be

omitted; (iii) the definition of

"consumer contract" shall be

omitted; (iv) the definition of

"defendant" shall be omitted;

(v) the definition of "Factors Acts"

shall be omitted; (vi) in the

definition of "goods", the words

"and in Scotland all corporeal

moveables except money" shall be

omitted; (vii) the definition of

"plaintiff" shall be omitted;

(viii) in the definition of

"producer", the words "into the

European Economic Area" shall be

omitted; and (ix) in the definition of

"warranty", the words "as regards

England and Wales and Northern

Ireland" shall be omitted.

(29) Subsection (6) of section 61 shall

be omitted.

(30) Subsections (3) and (5) of

section 62 shall be omitted.

(31) Subsection (2) of section 64 shall

be omitted.

Limitation Act 1980 (Chapter 58) The whole Act, other than sections 4, 11A,

15, 16, 17, 18, 19A, 20, 26, 27, 27A,

27AB, 27B, 27C, 33A, 37, 40, and

Schedules 1, 2, 3, and 4, which shall be

omitted, and subject to the following

modifications:

(1) Subsections (1A) and (6) of

section 11 shall be omitted.

(2) Subsection (1A) of section 14 shall

be omitted.

(3) The words "and the power

conferred by section 72(1) of the

Tribunals, Courts and Enforcement

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LNDOCS01/861680.28 39

Act 2007 shall not be exercisable"

in section 19 shall be omitted.

(4) Subsections (4) and (7) of

section 28 shall be omitted.

(5) In subsection (1) of section 29, the

words "any right of action

(including a foreclosure action) to

recover land or an advowson or"

shall be omitted.

(6) Paragraph (b) of subsection (2) of

section 29 shall be omitted and the

words "land, benefice, or" in that

subsection and in subsection (3) of

section 29 shall be omitted.

(7) Subsection (4) of section 29 shall be

omitted.

(8) The words "land, benefice, or" in

subsection (1) of section 31 shall be

omitted.

(9) In subsection (2) of section 31, the

words "in the case of a mortgage of

personal property" shall be inserted

at the beginning.

(10) Subsections (3), (4) and (5) of

section 31 shall be omitted.

(11) In subsection (9) of section 31, the

words "or interest in settled

property" shall be omitted.

(12) Subsection (4A) of section 32 shall

be omitted.

(13) Subsection (1A) of section 33 shall

be omitted.

(14) The second sentence of

subsection (2) of section 33 shall be

omitted.

(15) In subsection (3) of section 35, the

words "neither the High Court nor

any county court" in the first

sentence of that subsection shall be

substituted by the words "no

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LNDOCS01/861680.28 40

Court".

(16) In subsection (1) of section 36, after

the words "Limitation Act 1939 was

applied" the words "in England"

shall be inserted.

(17) In subsection (1) of section 38:

(i) in the definition of "action", the

words "including an ecclesiastical

court (and see subsection (11)

below)" shall be omitted; (ii) the

definition of "land" shall be

omitted; (iii) the definition of "rent"

shall be omitted; and (iv) the

definitions of "settled land",

"statutory owner" and "tenant for

life" shall be omitted.

(18) Subsections (7), (8) and (11) of

section 38 shall be omitted.

(19) In subsection (2) of section 38, the

words "(within the meaning of the

Mental Capacity Act 2005)" shall

be omitted.

(20) In subsection (5) of section 38, the

words "and any person whose estate

or interest might have been barred

by a person entitled to an entailed

interest in possession shall be

treated as claiming through the

person so entitled" shall be omitted.

(21) In section 39, the words "or to any

action or arbitration to which the

Crown is a party and for which, if it

were between subjects, a period of

limitation would be prescribed by

or under any such other enactment"

shall be omitted.

(22) Subsections (2), (3) and (4) of

section 41 shall be omitted.

Supply of Goods and Services Act 1982

(Chapter 29)

Parts I, IB, II, and III only, other than

section 17, which shall be omitted, and

subject to the following modifications:

(1) In subsections (1) and (3) of

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section 1 and subsections (1) and

(3) of section 6, the words "in its

application to England and Wales

and Northern Ireland" shall be

omitted.

(2) In subsection (1) of section 11M,

the words "or, in Scotland, there is

a consumer contract in which the

transferee is a consumer" shall be

omitted.

(3) Subsection (5) of section 11M shall

be omitted.

(4) Paragraph (b) of subsection (2) of

section 11Q shall be omitted, and in

paragraph (a) of that subsection, the

words "in England and Wales or

Northern Ireland" shall be omitted.

(5) In subsection (2) of section 11R,

the words "or, in Scotland, specific

implement" shall be omitted.

(6) In section 11S, the words "or, in

Scotland, by section 11C,

section 11D or 11E above" and the

words "or (in Scotland) in breach of

any term implied by any rule of law

as to the manner in which the

installation is carried out" shall be

omitted.

(7) In subsection (4) of section 12, the

words "The Secretary of State may

by order" shall be substituted by the

words "The Board may make rules

to" and the word "order" shall be

substituted by the word "rules".

(8) Subsection (5) of section 12 shall

be omitted.

(9) In subsection (1) of section 18:

(i) in the definition of "credit

brokerage", the words "or as

regards Scotland the hire" shall be

omitted; (ii) the definition of

"enactment" shall be omitted;

(iii) in the definition of "goods", the

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words "and as regards Scotland all

corporeal moveables" shall be

omitted and the words "bailment or

hire" shall be substituted by the

words "or bailment"; (iv) the

definition of "hire purchase

agreement" shall be substituted by

the following definition: ""hire-

purchase agreement" means an

agreement, other than a conditional

sale agreement, under which - (a)

goods are bailed in return for

periodical payments by the person

to whom they are bailed; and (b)

the property in the goods will pass

to that person if the terms of the

agreement are complied with and

one or more of the following occurs

- (i) the exercise of an option to

purchase by that person, (ii) the

doing of any other specified act by

any party to the agreement, or (iii)

the happening of any other

specified event; and for the

purposes of this definition

"conditional sale agreement" means

an agreement for the sale of goods

or land under which the purchase

price or part of it is payable by

installments, and the property in the

goods or land is to remain in the

seller (notwithstanding that the

buyer is to be in possession of the

goods or land) until such conditions

as to the payment of installments or

otherwise as may be specified in the

agreement are fulfilled"; and (v) in

the definition of "producer" the

words "into the European

Economic Area" shall be omitted.

(10) In subsection (2) of section 18 the

word "assignation" shall be

omitted.

(11) In section 19, the definition of "the

1974 Act" shall be omitted.

(12) Subsections (2), (3), (4), (5) and (6)

of section 20 shall be omitted.

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Occupiers' Liability Act 1984 (Chapter 3) The whole Act, other than sections 1A, 2

and 3, which shall be omitted, and subject

to the following modifications:

(1) Subsections (6A), (6AA), (6B) and

(6C) of section 1 shall be omitted.

(2) Subsections (2) and (3) of section 4

shall be omitted.

Foreign Limitation Periods Act 1984

(Chapter 16)

The whole Act, other than sections 1A, 6,

and 8, which shall be omitted, and subject

to the following modifications:

(1) References in the Act to a "country"

shall be read as references to a

"jurisdiction".

(2) In subsection (1) of section 1, the

words "subject to section 1A" shall

be omitted.

(3) Subsections (2), (3) and (4) of

section 7 shall be omitted.

Latent Damage Act 1986 (Chapter 37) The whole Act, other than section 4, which

shall be omitted, and subject to the

following modifications:

(1) Subsection (7) of section 3 shall be

omitted, and in subsection (4) of

section 3, the words "section 538 of

the Companies Act 1985 (vesting of

company property in liquidator)"

shall be substituted by the words

"section 215(4) of the Insolvency

Regulations 2015".

(2) In subsection (2) of section 5, the

words "has the meaning given by

section 1" shall be substituted by

the words "means the Limitation

Act 1980".

(3) Subsections (3) and (4) of section 5

shall be omitted.

Minors' Contracts Act 1987 (Chapter 13) Sections 2, 3 and 5 only, subject to the

following modifications:

(1) In section 2, the words "made after

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the commencement of this Act"

shall be omitted.

(2) In paragraph (a) of subsection (1) of

section 3, the words "after the

commencement of this Act" shall

be omitted.

(3) Subsections (2) and (3) of section 5

shall be omitted.

Carriage of Goods by Sea Act 1992

(Chapter 50)

The whole Act, subject to the following

modifications:

(1) In subsections (5) and (6) of

section 1: (i) the words "Secretary

of State", wherever they occur,

shall be substituted by the word

"Board"; (ii) the word "regulations"

in subsection (5) of section 1 shall

be substituted by the word "rules";

and (iii) the words "and the power

to make regulations under that

subsection shall be exercisable by

statutory instrument subject to

annulment in pursuance of a

resolution of either House of

Parliament" in subsection (6) of

section 1 shall be omitted.

(2) Subsection (5) of section 5 shall be

omitted.

(3) Subsections (3) and (4) of section 6

shall be omitted.

Private International Law (Miscellaneous

Provisions) Act 1995 (Chapter 42)

Parts III and IV only, other than sections

15, 15A, 15B, 16, 17, and 18, and the

Schedule, which shall be omitted, and

subject to the following modifications:

(1) The words "or delict" shall be

omitted in the whole of Parts III

and IV.

(2) In subsection (1) of section 9, the

words "or (for the purposes of the

law of Scotland) delict" shall be

omitted.

(3) In subsection (6) of section 9, the

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words "(and without prejudice to

the operation of section 14 below)"

shall be omitted.

(4) Subsections (7) and (8) of section 9

shall be omitted.

(5) The following words shall be

inserted at the beginning of

subsection (1) of section 11:

"Subject to subsection (1) of section

12".

(6) The following words shall be

inserted at the beginning of

subsection (2) of section 12:

"Subject to subsection (1)".

(7) In section 12, subsections (1) and

(2) shall be re-numbered as

subsections (2) and (3) respectively,

and the following subsection shall

be inserted as subsection (1),

namely: "(1) A party's non-

contractual obligations to another

party shall be governed by any law

expressly chosen by those parties in

an agreement between them to

apply such law to those non-

contractual obligations, whether

entered into before or after the

event giving rise to the damage

occurred."

(8) In subsection (2) of section 13, the

words "any part of" and the words

"and any claim under the law of

Scotland for verbal injury" shall be

omitted.

(9) Subsection (1) of section 14 shall

be omitted.

Trusts of Land and Appointment of

Trustees Act 1996 (Chapter 47)

The whole Act, other than sections 2, 5, 16,

24, and 25, and Schedules 1, 2, 3, and 4,

which shall be omitted, and subject to the

following modifications:

(1) Paragraph (b) of subsection (2) of

section 1 and subsection (3) of that

section shall be omitted.

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(2) Subsections (2) and (3) of section 3

shall be omitted.

(3) Subsections (2) and (3) of section 4

shall be omitted.

(4) In subsection (7) of section 6, the

words "or of the Charity

Commission" shall be omitted.

(5) Subsection (6) of section 7 shall be

omitted.

(6) In subsection (3) of section 8, the

words "ecclesiastical or public"

shall be omitted.

(7) In subsection (2) of section 9, the

words "statutory declaration" shall

be substituted by the words

"declaration in a form prescribed in

rules made by the Board".

(8) Subsections (6) and (9) of section 9

shall be omitted.

(9) Subsection (7) of section 9A shall

be omitted.

(10) In subsection (2) of section 10, the

words "ecclesiastical or public"

shall be omitted.

(11) In subsection (3) of section 10, the

words "within the meaning of the

Children Act 1989" shall be

omitted.

(12) Paragraph (b) of subsection (2) of

section 11 and subsections (3) and

(4) of that section shall be omitted.

(13) Subsection (4) of section 14 shall

be omitted.

(14) Subsection (4) of section 15 shall

be omitted.

(15) In subsection (3) of section 17, the

words "(including settled land)"

shall be omitted.

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LNDOCS01/861680.28 47

(16) Paragraph (b) of subsection (4) of

section 17 and subsections (5) and

(6) of that section shall be omitted.

(17) Subsection (3) of section 18 shall

be omitted.

(18) In paragraph (c) of subsection (3) of

section 19, the words "two persons"

shall be substituted by the words

"one person", the word "trustees"

shall be substituted by the word

"trustee" and references to

"continuing trustees" in section 19

shall be construed accordingly.

(19) Subsection (5) of section 19 shall

be omitted.

(20) In paragraph (a) of subsection (1) of

section 20, the words "(within the

meaning of the Mental Capacity

Act 2005)" shall be omitted.

(21) In subsection (2) of section 20,

paragraph (b) of that subsection and

the words "of Protection" shall be

omitted.

(22) Subsections (4), (6), (7) and (8) of

section 21 shall be omitted.

(23) The words of subsection (1) of

section 23 shall be substituted by

the following words: "In this Act -

(a) "purchaser" means a purchaser

in good faith for money or money's

worth and includes a lessee,

mortgagee or other person who for

money or money's worth acquires

an interest in property; (b) where

the context so requires "purchaser"

includes an intending purchaser;

and (c) "purchase" has a meaning

corresponding with that of

"purchaser".".

(24) Subsections (2) and (3) of

section 23 shall be omitted.

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LNDOCS01/861680.28 48

(25) In subsection (1) of section 26, the

words "Lord Chancellor" shall be

substituted by the word "Board"

and the words "by order made by

statutory instrument" shall be

substituted by the words "make

rules to" and the word "him" shall

be substituted by the word "it".

(26) Subsections (2) and (3) of

section 26 shall be omitted.

(27) Subsections (2), (3), and (4) of

section 27 shall be omitted.

Trustee Delegation Act 1999 (Chapter

15)

The whole Act, other than sections 3, 5, 7,

8, 9, and 12 and the Schedule, which shall

be omitted, and subject to the following

modifications:

(1) Paragraph (a) of subsection (2) of

section 1 and subsections (7) and

(9) of that section shall be omitted.

(2) In subsection (1) of section 2 the

words "in this subsection

"purchaser" has the same meaning

as in Part I of the Law of Property

Act 1925" shall be substituted by

the following words: "In this

subsection - (a) "purchaser" means

a purchaser in good faith for money

or money's worth and includes a

lessee, mortgagee or other person

who for money or money's worth

acquires an interest in property; (b)

where the context so requires

"purchaser" includes an intending

purchaser; and (c) "purchase" has a

meaning corresponding with that of

"purchaser".".

(3) Subsection (4) of section 2 shall be

omitted.

(4) Subsection (3) of section 10 shall

be omitted.

(5) Subsection (1) of section 11 shall

be omitted.

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LNDOCS01/861680.28 49

(6) Subsections (1) and (2) of

section 13 shall be omitted.

Contracts (Rights of Third Parties) Act

1999 (Chapter 31)

The whole Act, other than sections 8 and 9,

which shall be omitted, and subject to the

following modifications:

(1) Subsection (7) of section 2 shall be

omitted.

(2) In subsection (2) of section 6, the

words "section 33 of the Companies

Act 2006" shall be substituted by

the words "section 30 of the

Companies Regulations 2015".

(3) Paragraphs (b) and (c) of

subsection (3) of section 6 shall be

omitted.

(4) Subsections (2A) and (8) of

section 6 shall be omitted.

(5) In paragraph (a) of subsection (4) of

section 6, the words ""worker's

contract", and "worker" have the

meaning given by section 54 of the

National Minimum Wage Act

1998" shall be substituted by the

words "have the meanings given to

them in the Employment

Regulations 2015".

(6) Paragraphs (b), (c) and (d) of

subsection (4) of section 6 shall be

omitted.

(7) Paragraph (b) of subsection (5) of

section 6 shall be omitted.

(8) Subsections (2), (3) and (4) of

section 10 shall be omitted.

Trustee Act 2000 (Chapter 29) The whole Act, other than sections 7, 10,

27, 33, 34, 36, 37, 38, 40, 41, and 42, and

Schedules 2, 3 and 4, which shall be

omitted, and subject to the following

modifications:

(1) Subsection (3) of section 6 shall be

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LNDOCS01/861680.28 50

omitted.

(2) In subsection (1) of section 8, the

words "freehold or leasehold" shall

be omitted.

(3) Subsection (2) of section 8 shall be

omitted.

(4) In paragraph (d) of subsection (3)

of section 11, the words "an order

made by the Secretary of State"

shall be substituted by the words

"rules made by the Board".

(5) Subsection (5) of section 11 shall

be omitted.

(6) In subsection (1) of section 16, the

words "(other than settled land)"

shall be omitted.

(7) Subsection (3) of section 16 shall

be omitted.

(8) Subsection (4) of section 17 shall

be omitted.

(9) Subsection (4) of section 18 shall

be omitted.

(10) Paragraph (c) of subsection (2) of

section 19 and subsection (4) of

that section shall be omitted.

(11) The words of subsection (3) of

section 19 shall be substituted by

the following words: "For the

purposes of determining whether a

body corporate is controlled by

trustees, in relation to a body

corporate ("company A"), "control"

means the power of a person ("P")

to secure - (a) by means of the

holding of shares or the possession

of voting power in relation to that

or any other body corporate; or

(b) as a result of any powers

conferred by the articles of

association or other document

regulating that or any other body

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LNDOCS01/861680.28 51

corporate, that the affairs of

company A are conducted in

accordance with P's wishes, and in

relation to a partnership, "control"

means the right to a share of more

than half the assets, or of more than

half the income, of the

partnership.".

(12) Subsection (4) of section 28 shall

be omitted.

(13) In subsection (3) of section 29, the

words "and for the purposes of

subsection (1) includes, in relation

to the provision of services by a

trustee who is a deposit taker and

provides the services in that

capacity, the deposit taker's

reasonable charges for the provision

of such services" shall be omitted.

(14) Subsections (3A), (3B) and (3C) of

section 29 shall be omitted.

(15) In subsections (1) and (3) of

section 30, the words "Secretary of

State" shall be substituted by the

word "Board" and the word

"regulations" shall be substituted by

the word "rules".

(16) Subsection (4) of section 30 shall

be omitted.

(17) Subsections (3) and (4) of section

35 shall be omitted.

(18) In subsection (1) of section 39, the

definitions of "charitable trust",

"custodian trustee", "enactment",

"exempt charity", "legal mortgage",

"personal representative" and

"settled land" shall be omitted.