More changes for charities from the Companies Act
On 1 October 2009 a number of changes will become law under the Companies Act 2006...
...affecting charitable companies, community interest companies, unincorporated charities considering incorporation and trading subsidiaries owned by charities. The changes have been summarised by James Sinclair Taylor of Russell Cooke in advance of a more detailed feature in the November 2009 issue of Caritas:
- Constitution: Companies incorporated post 1 October 2009 will have a memorandum of association which simply states the details of the subscribers and their desire to form a company. Any other information from the current memorandum will instead be contained in the articles of association. Existing companies will only need to update their memorandum and Articles to the new format when they wish to amend them.
- Objects: If a company amends its articles to add to, remove from or alter the company’s objects it must notify the Registrar of Companies House. Currently, the amendment takes effect from the date of the resolution but from 1 October 2009 any change will not be effective until the notice is registered.
- Filing penalties: From 1 October 2009 the Registrar will have a new power to fine companies which fail to file a resolution in respect of an alteration to the articles of association. Such filing must still be done within 15 days, but now non-compliance will be a criminal offence and can result in an additional £200 civil penalty.
- Company forms and electronic filing: The Act requires in the region of 200 company forms which come into use on 1 October 2009.
Some of these are revised versions of existing forms and some are new. Companies House is continuing to encourage all companies to use electronic filing and advantages include reduced filing fees. - Disclosure of directors’ addresses: From 1 October 2009 every director must provide the Registrar with both their usual residential address and a service address. The service address will be public information while the residential address will only be disclosable in certain circumstances.
- Single Alternative Inspection Location: Companies registers currently have to be held at the company’s registered office. However, as an alternative, a company will be able to designate a Single Alternative Inspection Location (‘SAIL’) where company documents can also be kept.
Author: Clarissa Dann
Clarissa Dann was the editor of Caritas as well as an HR and management online service,he People Bulletin until July 2011.
She is now the editor of the specialist trade finance magazine, Trade and Forfaiting Review which can be viewed at www.tfreview.com but does write on charity finance and investment from time to time.
Clarissa has a background in legal and professional publishing, as well as business journalism and holds an MBA from
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