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Newsletter | Articles UK Companies Act 2006, “Thinking Small Company First” The UK Companies Act 2006 legislation is based on a “Think Small Company First” principle and is providing smaller businesses with a simplified company in terms of statutory requirements and statutory filing. The UK Companies Act 2006 which received Royal Assent on 8 November 2006 commenced its implementation stages in October 2007 and is due to be fully implemented by October 2009. The new act will provide companies with more simplified legislation, resulting in easier statutory procedures, less complicated filing requirements yet providing a more confidential corporate structure for directors and beneficial owners. Under the new Act, a company can be formed by one person with one constitutional document. This includes a statement of capital and initial shareholdings and a statement of compliance, which replaces the existing Form 12. The filing requirements have been reduced and simplified so that there is no longer a requirement for Annual General Meetings and changes can be made more quickly via resolutions which can be circulated by email or other electronic methods thus enabling small businesses to make the most of shareholders’ decisions more promptly without the need for a general meeting. Confidentiality has been improved as directors are now permitted to register a service address, which may for example be their company’s address, in place of their residential address. Although this denotes a requirement for an additional register, namely “register of the Directors’ residential addresses”, it will remove directors’ residential addresses from public record and these will be held as protected information at Companies House. Protection over a small business is imperative for it to survive. Under this Act a new clause enabling company names to be objected through a Company Names Tribunal has been introduced. Should an objection be upheld a company may be directed to change its name. This is a retrospective rule. The Act, which has been executed through various stages, the final stage to be in October 2009, commenced with its latest stage on the 1st October 2008 in which some important provisions were implemented. These included: the general duties of directors in respect of conflicts of interest; the new procedure for private companies to make capital reductions supported by a solvency statement instead of by a court order; at least one natural person as a director, so a company cannot be a sole director of another company; a new minimum age of 16 for directors. For a copy of the Companies Act 2006 Final Implementation Timetable please click here. Further information from Philippa Muwanga.