who/what exactly is a promoter? (company law)

This is from https://lawexplores.com/promoters-and-pre-incorporation-contracts/

“Promoters

Somebody has to set up the company and, in order to set up a company, there have to be promoters.

The promoters will purchase property from which the company is going to operate and undertake the preliminary steps to set the company up. They will thus be acting before the company has been formed.

In Victorian Britain, there used to be professional company promoters. These promoters were often dishonest and acted fraudulently. The Anglo-Bengalee Disinterested Loan and Life Assurance Company, mercilessly lampooned by Dickens in Martin Chuzzlewit, is typical of the sort of situation that arose.

Indeed Albert Grant, who features in some of the prominent late Victorian cases concerning company promotion, is assumed to be the inspiration for the villain Augustus Melmotte in Trollope’s The Way We Live Now.

A code of rules therefore developed to ensure that promoters acted with integrity in setting up the company.

There are few statutory rules in this area and indeed no satisfactory statutory definition of a promoter. Section 67 of the Companies Act 1985 formerly defined a promoter in s 67(3) as a person who is ‘a party to the preparation of the prospectus or a portion of it’.

In the absence of any precise definition in statute, resort must be had to judicial statements relating to promotion.

As Gross notes in ‘Who is a company promoter?’ [1970] 86 LQR 493, the term ‘promoter’ is ill defined by companies legislation.

The usual dictum referred to in defining a promoter is that of Cockburn CJ in Twycross v Grant (1877) 2 CPD 469, where he said that a promoter is ‘one who undertakes to form a company with reference to a given project and to set it going and who takes the necessary steps to accomplish that purpose’.

This definition is clearly somewhat general. In Whaley Bridge Calico Printing Co v Green (1880) 5 QBD 109, Bowen J said: ‘The term promoter is a term not of law, but of business, usefully summing up in a single word a number of business operations familiar to the commercial world by which a company is generally brought into existence.’

The old, Victorian rogue promoters responsible for finding directors to manage a company and for drafting prospectuses to raise capital from the public are largely a thing of the past.

Most companies are promoted as private companies by those who will subsequently be managing the business. Rules are still necessary to protect those investing in the business and to protect creditors.”

I believe that that answers your second question too

OK?