New Companies House rules
Here’s our guide to what the new Companies House rules mean for your business.
From October 1st, the rules are changing for all UK limited companies. The Companies Act 2006 comes into force on that date, replacing the old 1985 Act. Here are the key issues businesses need to be aware of:
Directors’ addresses
Every director will have a service address and a usual residential address. The service address for each directorship will be publicly available, while the residential address will only be made available to public authorities and credit reference agencies. Unless you change the service address, your current residential address will automatically be listed under both categories.
Alternative address for registers
There will be changes to the arrangements for inspecting a company’s registers. These registers may be held at the registered office address or at a single alternative inspection location (SAIL). You must notify us if you set up a SAIL address or if the SAIL address is moved, and you may only have one SAIL address for a company at a time. Once the SAIL address is set up, you can move some or all registers to the SAIL address by notifying Companies House. The simplest way to register this address will be via the WebFiling service from October.
Easier to set up a company
A number of changes have been made to make it easier to set up a company. There are also changes to company articles for new companies. They will include the company’s objects, liabilities and assets – all of which were previously in the memorandum.
Notification of articles changes
You must send any amendments to the company’s articles to Companies House within 15 days. Otherwise you could be liable to a criminal offence and a civil penalty of £200.
UK wide company registry
Northern Ireland company registry will be integrating with Companies House.
Forms
All Companies House forms will change from 1st October 2009.
The new forms include:
- Companies Act 2006 information requirements
- new numbers
- additional guidance notes
- details of any fee (if applicable)
The new forms must be used for all company events that take place on or after 1st October 2009. If you use an old form it will be rejected.
Company events which take place before 1st October must be submitted on 1985 Act forms.
Fees
To cover the cost of running the register, Companies House charges fees for the filing of certain forms such as the annual return, change of name, mortgage and voluntary dissolution. Please remember to send the fee in with a paper form otherwise Companies House will be unable to accept it.
Protecting your company from hijack
From 1st October, the Registrar’s Protected Online Filing (PROOF) scheme will operate under the framework of the Act (section 1070).
PROOF customers are protected from unauthorised changes to their company details. They agree with the Registrar that they will only file certain documents electronically. If a fraudster tries to ‘hijack’ their company by filing a piece of paper, this will be rejected. The Registrar urges all companies to sign up to PROOF. It can now easily be done via the WebFiling service using the company’s authentication code (you no longer need the written consent of each director).
Important tips for companies to make the transition to the new Act a smooth one:
- Try to complete any business with Companies House under the 1985 Act well before the end of September.
- Make sure that you are ready to file electronically in October. If you use WebFiling, this will be easy – the menu screens will guide you through what you have to do.
- Get your company signed up for Protected Online Filing (PROOF).
- Watch out for the new rules in the Act on inconsistent filings. Keep your company’s record up to date and consistent with what we already have on the public record.
- File on time to avoid a penalty. You have one month less to file your accounts. If your company normally files its accounts on 31 January, remember that the deadline this year will be 31 December – nine months after the end of the year as opposed to ten.
- You must send any amendments to the company’s articles to Companies House within 15 days. Otherwise you could be liable to a criminal offence and a civil penalty of £200.
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