The Companies Act comprises of approximately 1,300 sections and introduces new legislation which reflects the changing business environment.

The Act provides for a single company law regime applying to the whole of the UK, so that companies will be UK companies rather than GB companies or Northern Ireland companies as at present. In Scotland, there are several areas where the Act deals with matters that are devolved.

Summary of the Act

1 to 7 The fundamentals of what a company is, how it can be formed and what it can be called.
8 to 12 The members (shareholders) and officers (management) of a company
13 and 14 How companies may take decisions
15 and 16 The safeguards for ensuring that the officers of a company are accountable to its members
17 to 25 Raising share capital, capital maintenance and company charges
26 to 28 Company reconstructions, mergers and takeovers
29 to 39 The regulatory framework, application to companies not formed under the Companies Acts and other company law provisions
40 to 42 Overseas disqualification of directors, business names and statutory auditors
43 Transparency obligations
44 to 47 Miscellaneous and general


Do you need an audit?

Recent changes mean that small and medium-sized businesses will now be able to obtain an audit...

Directors' liabilities

Companies Act provisions protecting directors from liability

A company's members

The Companies Act requires that all companies must keep a register of members

Accounting records

The Companies Act prescribes that every company must keep adequate accounting records

An historical record of the key changes

The Companies Act changes were introduced over almost three years. For the record, we include a...

Appointment of auditors

An auditor of a private company must be appointed for each financial year of the company, unless...

Appointment of directors

The legislation governing the appointment and removal of directors is contained in the Companies...

An auditor's rights to information

Auditors are appointed by the members and are accountable to them. As a result it is important that...

Changing the company name

The Companies Act permits a company to change its name. The provisions governing name change are...

Choosing a name for your company

A company name must not be offensive or suggest any connection with government or public authority...

Company secretary

A private company is not required to have a secretary, while a public company must have a secretary.

Directors' report

One of the requirements of the Companies Act is that the approved accounts must include a directors...

Directors' service contracts

The company is required to keep directors' service contracts or any memorandum of terms at the...

Financial year

A company's financial year is determined by its accounting reference date in each calendar year.

Forming a limited company

The provisions relating to company formation are contained in Parts 1 to 7.

General duties of directors

The general duties required of a director are set out in seven sections of the Companies Act.

Group accounts

The requirements of the Companies Act regarding the preparation of group accounts are based on the...

Loans to directors

The Companies Act permits a company to make a loan to a director. A loan or guarantee must be...

Records of directors' meetings

The Companies Act requires a company to keep records of its director's meetings. The responsibility...

Registered office

The registered office is the official address to which all communications and notices may be...

Related director agreements

Shares and share capital

Signing of accounts: directors and auditors

Subject to certain exemptions, a company that meets the small company criteria in respect of a...

Director's transactions requiring members approval

Where a service contract is, or maybe, longer than two years. This is a complicated area of the Act...

Filing of accounts and late-filing penalties

Companies are automatically fined if accounts are not submitted on time. Accounts should normally...

A more in depth look at the act

A more in depth look at the Act