07 Oct 2009

The final phase of implementing the 2006 Companies Act was completed on 1 October 2009. Many of the changes make it simpler to both incorporate and operate a company.  We summarise below some of the key changes:
 
Forming a company is now a simpler process
Just complete a form, provide Articles of Association (you can use a standard form available online or write your own),sign a Memorandum of Association (now a simple one page document) and pay the£20 fee to Companies House.
 
The end of authorised share capital
Companies formed after 1st October 2009 will not need to specify an authorised share capital unless they wish to.   For existing companies, the limit on authorised capital remains but may be removed by a majority of shareholders.  This will release many companies from a rule which is little understood and often irrelevant to them.
 
Entrenching rules in the constitution
Companies can now specify provisions in their Articles as "entrenched" which can then only be changed with the agreement of a specified percentage of shareholders.  Companies House must be notified of any entrenched provisions.
 
Directors' home addresses no longer have to be published at Companies House
Although directors are still required to notify Companies House of their residential address, they must also supply a service address which, if different from their residential address, will be the address available to members of the public.
 
Simpler process allowed to change name
A change of name can be authorised by a company's directors, if allowed by its Articles.
 
Many new forms - a significant number of Companies House forms have been changed and the new versions must now be used.
 

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