Lees Solicitors - Company Law Update

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Company Law Update


Company Law Update

The final provisions of the Companies Act 2006 come into force on 1 October 2009.

What does this mean for you as a company director and what do you need to know on a day-to-day basis?

Companies House Forms

Companies House have updated all their forms and you will need to use the new forms from 1 October onwards. The full list of new forms can be found at www.companieshouse.gov.uk and a table showing the transitional provisions can be found at http://www.companieshouse.gov.uk/companiesAct/transitionalProvisions.shtml

Directors' Service Addresses

Directors will be able to provide a service address rather than a residential address from 1 October. The public record at Companies House will only disclose the service address and access to the residential address will be strictly limited to official agencies.

The Company's register of directors will only have to set out the service address, but the Company will have to keep a separate register of the residential addresses of the directors.

For existing directors the service address will remain as the residential address until this information is updated in the next annual return. You should note that Companies House will not go through and expunge previous references to the residential address from the Company's file. There is a procedure under the Companies Act 2006 to obtain a Court order to have this information removed if the directors believe that they are at risk of threat or intimidation.

Incorporation of Companies

The Companies Act 2006 brings in certain changes to the way in which new companies are incorporated. The changes are mainly aimed at removing any obstacles to the incorporation of companies online.

The main practical changes are that the incorporation documents will no longer need to be witnessed by a solicitor and that a "statement of capital" will need to be registered setting out certain details of the share capital.

We have updated our procedures to reflect this and will still be able to offer incorporation of companies electronically on a same-day basis.

Memorandum and Articles of Association

The Companies Act 2006 has made major changes to the memorandum and articles of association of limited companies.

The statement of objects which was previously found in the memorandum of association is no longer required and the memorandum no longer needs to set out the authorised share capital.

A new set of "model articles" has also been introduced to replace the existing "Table A" standard articles which applied by default to companies incorporated under the Companies Act 1985.

The new model articles are designed to ensure consistency with the new provisions of the Companies Act 2006 and we would recommend that all companies review their existing articles and consider whether it makes sense to adopt an updated set based on the new model articles.

Jon Bloor

 

This article provides a summary of a recent case/change in law/news item. It is intended for general information purposes only and is not to be relied upon. It does not constitute legal advice and should not be treated under any circumstances as a substitute for legal advice. Lees Solicitors LLP does not accept any responsibility for any loss that may arise from reliance upon the information contained within this article. The copyright in this article is owned by Lees Solicitors LLP and permission must be sought before reproduction or publishing.


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