1050. Status of cells

(1) Subject to this section, a cell of a cell company—
(a) in the case of a cell of an incorporated cell company, is a company, and
(b) in the case of a cell of a protected cell company, is to be treated as a company registered under these Regulations for the purpose of the application to it of these Regulations.
(2) Accordingly, save as otherwise provided by this Part, the provisions of these Regulations shall apply to a cell of a cell company as if a reference in these Regulations—
(a) to a company were a reference to the cell,
(b) to the directors of a company were a reference to the directors of the cell,
(c) to the articles of a company were a reference to the articles of the cell,
(d) to members of a company were a reference to the members of the cell,
(e) to shares in a company were a reference to shares in the cell,
(f) to assets and liabilities of a company were a reference to the assets and liabilities of the cell, and
(g) to the share capital of a company were a reference to the share capital of the cell.
(3) A cell of a cell company shall have the same secretary and registered office as its cell company.
(4) The duties imposed on a company by section 157 (in relation to directors) and by section 293 (in relation to a secretary) shall, in the case of a cell of a protected cell company, be performed by its cell company.
(5) A cell of an incorporated cell company shall notify the incorporated cell company within 14 days of a director of the cell being appointed or of a director of the cell ceasing to be a director.
(6) If—
(a) a cell company fails to comply with subsection (4), or
(b) a cell fails to comply with subsection (5)
a contravention of these Regulations is committed by it and every officer of it who is in default.
(7) A director of a cell shall not be taken, by virtue only of being such a director, to have any duties or liabilities in respect of—
(a) the cell company in relation to the cell, or
(b) any other cell of the cell company.
(8) A director of a cell shall not be entitled, by virtue only of being such a director, to obtain from the cell company in relation to either the cell company or any other cell of the cell company, any information in respect of the cell company or any other cell of the cell company.
(9) A cell of a cell company is not a subsidiary of the cell company.
(10) Where a protected cell company —
(a) enters into a transaction in respect of a particular cell of the company, or
(b) incurs a liability arising from an activity or asset of a particular cell,
subject to the provisions of Chapter 2 relating to the liability of protected cell companies and their cells, a claim by any person in connection with the transaction or liability extends only to the cellular assets of the cell.
(11) Where a cell of an incorporated cell company—
(a) enters into a transaction, or
(b) incurs a liability arising from an activity or asset of that cell,
a claim by any person in connection with the transaction or liability extends only to the assets of the cell.
(12) Where a protected cell company—
(a) enters into a transaction in its own right and not in respect of any of its cells, or
(b) incurs a liability arising from an activity of the company in its own right and not in respect of any of its cells, or
(c) incurs a liability arising from an asset held by the company in its own right and not in respect of any of its cells,
subject to the provisions of Chapter 2 relating to the liability of protected cell companies and their cells, a claim by any person in connection with the transaction or liability extends only to the non-cellular assets of the protected cell company.
(13) Where an incorporated cell company—
(a) enters into a transaction, or
(b) incurs a liability arising from an activity of that company, or
(c) incurs a liability arising from an asset held by that company,
a claim by any person in connection with the transaction or liability extends only to the assets of the incorporated cell company and not to the assets of any of its cells.