Recent changes to company law

We reported in April on the new regime relating to people with significant control over a company. Two other changes to company law arising from the Small Business, Enterprise and Employment Act 2015 have recently come into force.

Removal of directors from the public register

There is a new procedure for removing from the public register the name of a director or secretary of a company who has not consented to act in that capacity.

The new procedure arises from an earlier change introduced last autumn. It used to be the case that a new director or secretary had to sign the form notifying Companies House of their appointment. Since 10 October 2015, the appointee’s signature is no longer needed: all that is required is confirmation by the company that the person concerned has consented to act.

In a consequential change, there is now (since 6 April 2016) a streamlined procedure for removing from the public register the name of a person who has not in fact consented to act as a director or secretary of a company. If a director or secretary applies for their name to be removed, Companies House will notify the company concerned; and if the company does not respond within 28 days, the person’s name will be removed from the public register.

Registered office disputes

There is also a new procedure for dealing with disputes about a company’s registered office.

This change has been introduced because there have been a number of cases where a company, in notifying its registered office to Companies House, has given the address of premises with which it is not connected. This has caused inconvenience to the authorised occupants of those premises.

It was previously the case that only the company concerned could change its registered office. Since 6 April 2016, any person may apply to Companies House to change a company’s registered office. On receiving such an application from a third party, the registrar will give notice to the company, inviting it to produce evidence that it is authorised to use the address as its registered office. If the company fails to provide adequate evidence, the registrar will change the address of the registered office to a default address (a PO box at Companies House). The company or the applicant may appeal the registrar’s decision to the court within 28 days.