Legal English – Peter’s Pills – Lesson 12 – The clear days rule

Legal English for Notaries - By Federnotizie

The clear days rule


When we speak about company law, then the “clear days” rule should be understood.

Companies Act 2006 sets out how count days when notice (avviso; avviso di convocazione) is required for events like a general or extraordinary meeting, or notice to circulate member’s statements, or notice regarding sums to be paid and so on. The Company’s Act states that:

Any reference in those provisions to a period of notice, or to a period before a meeting by which a request must be received or sum deposited or tendered, is to a period of the specified length excluding

  1. the day of the meeting;
  2. the day on which the notice is given, the request received or the sum deposited or tendered.

This refers to what we call the clear days rule which means that days counted in a period of notice do not include the day on which the notice is sent, nor the day on which the meeting is held.

Here is a practical example:

Under Companies Act 2006, if I have to give three days notice for a meeting to be validly held, and I send the notice out on a Monday (day not counted for the clear days rule) then I have to count Tuesday, Wednesday and Thursday as my clear days and I can hold the meeting on Friday (day not counted for the clear days rule).

Likewise, if I have to give 28 days notice and I send the notice out on 1 October (day not counted for the clear days rule), I would be allowed to validly hold the meeting on 30 October (day not counted for the clear days rule) and on no other day before that date.

Thank you very much and see you next time for more Peter’s Pills to improve your Legal English!

See what the Companies Act 2006 says about the clear days rule and the computation of periods of notice.

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