Companies Act 2006

The much awaited Companies Act 2006 (The Act) has now come into force and will be implemented in phases during the tail end of 2007 and will be become effective in full by October 2008.

 

The Act introduces many changes to company administration procedures the most pertinent of which, affecting private Companies, are summarised below:

 

 

From April 2008, a company secretary will no longer be required within a private company. A director or any other person authorised by the director may carry out the duties formerly undertaken by the company secretary. If a company does continue to have a company secretary then he or she will have the same status as under the previous Companies Act 1985 regime.

 

The Act reduces the amount of information disclosed and new memoranda will contain limited information. Newly formed companies will only have to disclose the following:

 

 

 

Companies are no longer obliged to hold Annual General Meetings.

 

Written resolutions (ordinary and special) no longer have to be notified to the company’s auditors since most small companies are no longer required to have auditors. 

 

 

From October 2008 the specification of a company’s authorised share capital will no longer be a requirement. A company will need to file a statement of capital on incorporation. This statement will be updated as and when a company allots and issues new shares.

 

 

Anyone may now object to a company’s name, if it is similar to their own company name, infringes on their goodwill or is misleading.

 

 

The company’s name must appear legibly in a sign outside their business premises, registered office and on business communications. This includes all electronic forms such as emails and company websites.

 

Private Companies must now file their accounts within nine months of their financial year end with effect from 6 April 2008 (for reports and accounts relating to financial years commencing after that date). Therefore the first full financial year that this will affect will be years ended 30 April 2009.

 

Public Companies must now file within six months, it being formerly seven.

 

 

Shareholders may now appoint more than one proxy at a meeting, up to a maximum of one proxy per share held by the shareholder.

Please click here for the Revised dates of Implementation.