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The Small Business, Enterprise & Employment Act 2015, which was passed in March 2015, introduces changes to the Companies Act which will affect ongoing requirements for all UK Companies. Companies House recently announced that the implementation timetable for parts 7 and 8 of the Act (relating to the Companies Act) has been delayed.
The new key dates are below:
May 2015
- Issue of Bearer shares abolished, existing shares to be converted by February 2016.
- Directors’ duties extended to shadow Directors.
October 2015
- Directors no longer required to file a ‘Consent to Act’.
- Less personal information required.
- Companies House will write to all newly appointed Directors to explain their duties and make them aware that their appointment has been filed on the public register.
- Changes to registration and dissolution process.
December 2015
- New processes to remove falsely appointed Directors and remedy Registered Office addresses used by Companies without authorisation.
April 2016
- Every Company will need to maintain a register of people with significant control (those owning more than 25% whether directly or indirectly or those otherwise ‘exerting significant influence’ over the business).
This information will need to be filed at Companies House from 30 June 2016.
June 2016
- Annual Return filings will be replaced by an annual ‘Confirmation Statement’ and the filing period will be halved.
- The option to maintain some statutory registers solely on the central register at Companies House will be introduced.
- The Secretary of State will have the power to disqualify UK Directors based on an offence committed overseas.
- Changes to Statement of Capital introduced.
October 2016
- Directors that are not a ‘natural person’ will be prohibited under most circumstances.
Neglecting filing requirements is likely to lead to company strike off and director disqualification. In some circumstances, failure to comply with statutory requirements may also result in criminal sanctions being imposed on companies and their directors.
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