Companies act 2006 what is it

Showing where previous provisions of Companies Legislation are now dealt with in the Companies Act Including guidance on what is left in the , and Acts, articles of association, accounts and reports, audit, resolutions and meetings, financial assistance and overseas companies. Companies House. Includes FAQs on implementation, directors, company secretaries, accounts and reports, and meetings and resolutions. Skip to content. Archive material - Passage and implementation of the Companies Act The Companies Act is the longest Act in history, running to 1, sections.

Guidance and consultation responses Appointment of a natural director. Audit-related provisions Parts 16 and Directors' duties Part 10, ss Distributions and Distributable Profits. Enlightened shareholder value s Further Information and Guidance. Measures affecting all companies. Narrative reporting. Other legislative changes affecting public and quoted companies. Specific legislative changes affecting private companies.

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This site uses cookies to monitor site performance and provide a more responsive and personalised experience. You must agree to our use of certain cookies. Bounce Back Loan Support. We Can Help. Find your Nearest Office. Updated: 18th January An overview of the Companies Act The Companies Act is an act of parliament that currently serves as the primary source of company law in the UK. Shares in public companies must be paid up to the extent of at least a quarter of their nominal value s Once established, the nominal value of the share remains fixed and does not normally change.

However, the value of the shares in the stock market may be subject to daily fluctuation depending on a number of interrelated factors, such as the profitability of the company, the prevailing rate of interest or prospective takeover bids. Under the provisions of CA there are three types of resolutions: ordinary resolutions, special resolutions, and written resolutions.

Ordinary resolutions Section defines an ordinary resolution of the members or class of members of a company as a resolution that is passed by a simple majority. If the resolution is to be voted on a show of hands, the majority is determined on the basis of those who vote in person or as duly appointed proxies. Where a poll vote is called, the majority is determined in relation to the total voting rights of members who vote in person or by proxy.

This is determined in the same way as for an ordinary resolution s If a resolution is proposed as a special resolution, it must be indicated as such, either in the written resolution text or in the meeting notice.

Where a resolution is proposed as a special resolution, it can only be passed as such, although anything that may be done as an ordinary resolution may be passed as a special resolution s 5. Where a provision of the Act requires a resolution, but does not specify what kind of resolution is required, the default provision is for an ordinary resolution.

The articles cannot alter the requisite majority where the Act actually states the required majority, so, if the Act provides for an ordinary resolution, the articles cannot require a higher majority. Written resolutions Private limited companies are no longer required to hold meetings and can take decisions by way of written resolutions s The Act no longer requires unanimity to pass a written resolution. Section 5 states that anything which, in the case of a private company, might be done by resolution in a general meeting, or by a meeting of a class of members of the company, may be done by written resolution with only two exceptions — the removal a director, and the removal of an auditor.

These both require a general meeting of shareholders to be called. A written resolution may be proposed by the directors or the members of the private company s 3. Under Section , in the case of a written resolution proposed by the directors, the company must send or submit a copy of the resolution to every eligible member.

This may be done either by:. The copy of the resolution must be accompanied by a statement informing the members both how to signify agreement to the resolution and the date by which the resolution must be passed if it is not to lapse s 4. It is a criminal offence not to comply with the above procedure, although the validity of any resolution passed is not affected. They can also require a statement of not more than 1, words to be circulated with the resolution s However, the members requiring the circulation of the resolution will be required to pay any expenses involved, unless the company resolves otherwise.

The Companies Act is the piece of legislation that serves as the main source for company law governing the UK. The Companies Act is notable for several reasons, not least the fact that it is the longest act in British parliamentary history, covering over pages and 1, sections.

To simplify administration. Generally speaking, the goal of the Companies Act is to make life easier for business owners. Some of the features of the act include:.

An easier incorporation process. Company directors can opt for a service address instead of their residential address. S Companies Act is an area where business owners might have particular interest.

It was considered relatively controversial, and requires company directors to consider the following:. The desire to maintain high standards and a good reputation concerning business conduct. With the addition of section , Companies Act introduces new admin to companies as well. In short, they must submit a S statement that reflects how their business is meeting the above criteria.

Other areas of the UK Companies Act that are of particular note include the following, applying either to private or public companies. New features in the Companies Act have a specific impact on private companies, for example:. Directors have unlimited authority to allot shares so long as they have only one class of shares. The period for filing accounts has been reduced to 9 months from financial year end previously