Companies Act 2006, Introduces Complete Set of New Companies House Forms

From 1 October 2009, the Companies Act 2006 has introduced a set of new forms for conducting day to day company business.

These new forms cover everything from Annual Returns to changes in directors, registered office, accounting reference date etc.

Those of us familiar with the completion of a Form 363 (Annual Return) will now be doing so on a Form AR01. The original Form 288(a) (Appointment of Director / Secretary) has now been replaced by a Form AP01 (Director), AP02 (Appointment of Corporate Director), AP03 (Secretary) and AP04 (Corporate Secretary). (Good to see, another Government Department helping to simplify administration. Hmmmm).

A full list of the new Companies Act 2006 forms is available on the following link (including details of the original 2005 Act forms they are replacing).:

www.companieshouse.gov.uk/forms/formsOnline.shtml#Company

Full details of the new Companies Act implications can be found at:

www.companieshouse.gov.uk/companiesAct/companiesAct.shtml

Companies Act 2006 Kicks In From 1 October 2009

The Companies Act 2006 has made a number of changes, many of which will affect us, as small businesses, and some of which have already been actioned.

Where Are We Now?

The following changes have already taken place. (Some are optional, others are not).

You Must:

• be aged 16 or over to be appointed a director.

You Do Not Need To:

• appoint a company secretary, if you are a private company (though you can still do so, if you wish).
• hold an annual general meeting, if you are a private company, again, unless you opt to do so.
• have a unanimous vote for resolutions. Subject to articles, if you are a private company. Members may agree in writing to resolutions.
• get a court order to make capital reductions as a private company - they can be supported by a solvency statement instead.

What We Can Look Forward To:

• Directors address protected from disclosure. From 1 October, each director will have a service address, and a usual residential address. The former will be in the public domain, with the latter only being available to public authorities and credit reference agencies. Initially, the director's residential address will automatically become the service address, though you will be able to specify an alternative address (such as the company's registered office) on the Companies House website.
• Also, there will be an alternative address for the company to specify where its registers can be made available for public inspection. This can either be the registered office, or a single alternative inspection location (SAIL).
• A number of changes have been made to make it easier to set up a limited company..
• There will be changes to company articles for new companies. They will include the company's objects and liabilities - which were previously in the memorandum. Copies of model articles are available on the Companies House website.
• Any ammendments to the company's articles must be notified to Companies House, within 15 days. Failure to do so is a criminal offence, carrying a civil penalty of £200.

Also remember; all Companies House accounts filing deadlines have been reduced, by one month to 9 months (private companies) and 6 months (public companies). This applies to all accounting periods beginning on, or after, 6 April 2008.

Failure to comply will result in a fine of up to £1,500.

From 1 October 2009, all original Companies House forms are being replaced. Watch this space for a future blog post on this particular change.

In the interim, you can check out the new provisions of the Act on the following link, including transitional provisions, and downloadable versions of the new forms.:

http://www.companieshouse.gov.uk/companiesAct/companiesAct.shtml

Companies House has produced guidance notes, in a variety of formats, giving step by step instructions on how to form a limited company.

Companies House Deadlines Cut By One Month

The Companies Act 2006 has brought about many changes in recent months. One of these is the reduction of filing dates for accounts from 10 months to 9 months for private companies and from 7 months to 6 months for plcs.

These new deadline come into effect for accounting periods beginning 6 April 2008 (so, for most of us, that means years ending on or after the 30th of last month).

This change, coupled with the dramatic increases in late filing penalties, means that companies have to be extra vigilant with their filing deadlines, in order to avoid undue extra expense.

Companies House Increases Late Filing Penalties

Not to be outdone by HMRC, Companies House have decided to significantly increase the penalties levied for late filing of accounts.

Small limited companies are required to file a copy of their accounts each year with Companies House.

If you file even one day past the filing deadline you will be penalised.

The new late filing penalties which will be levied from 1 February 2009 are increasing dramatically!

The new fines for private companies are:

Not more than 1 month - £150 (presently £100).

More than 1 month but not more than 3 months - £375 (presently £100).

More than 3 months but not more than 6 months - £750 (presently £250).

More than 6 months - £1,500 (presently £500 between 6 to 12 months, £1,000 over one year).

.

The new fines for public companies are:

Not more than 1 month - £750 (presently £500).

.

More than 1 month but not more than 3 months - £1,500 (presently £500).

More than 3 months but not more than 6 months - £3,000 (presently £1,000).

More than 6 months - £7,500 (presently £2,000 between 6 to 12 months, £5,000 over one year).

Additionally if you were late filing in the previous year (and the previous financial year had begun on or after 6 April 2008) the above fines are doubled.

The new fines also apply to flat management and dormant companies.

The message is clear. If you are responsible for the management of a limited company make sure you give yourself plenty of time to prepare and file accounts on time.