Small Business Enterprise and Employment Act - Brookson Ltd

The Small Business, Enterprise and Employment Act

October 2015

Date of birth

Partial suppression of date of birth on the public register: suppressing the day element for directors  as a measure to reduce fraud.

Accelerated strike-off

The time it takes to strike companies off the register will be reduced.

Consent to act as a director or secretary

Replacement of the ‘consent to act’ procedure. For newly appointed directors and secretaries, a statement will be added by Companies House to the relevant appointment and incorporation forms (paper and electronic) that the person has consented to act in their relevant capacity.

Companies will be required to agree to this statement. This will replace the current consent to act procedure of providing a signature on paper forms and personal authentication on electronic filings.

As part of this, Companies House will write to all newly appointed directors to make them aware that their appointment has been filed on the public register and explain their statutory general duties. See also: the new director disputes procedure.

December 2015

Director disputes

A simpler way to get falsely appointed directors’ details removed from the register. Disputes might be made where it is found an appointed director did not consent to act in their appointment.

Registered office disputes

A new process to provide a remedy where a company is using an address for its registered office but never had authorisation.

January 2016

People with significant control (PSC)

Companies will need to keep a register of people with significant control (‘PSC register’) from this point, in preparation for the need to file this information at Companies House from April 2016.

April 2016

Check and confirm

A requirement to ‘check and confirm’ the company information and notify changes if necessary at least once every 12 months. This will replace the current obligation to file an annual return. 

People with significant control (PSC)

Companies will need to keep a ‘PSC register’. This information will be filed at Companies House on incorporation and updated at ‘check and confirm’.

Additional information

Companies will be able to deliver certain categories of optional information to the registrar.

Company registers

Private companies will be able to opt to keep certain information on the public register only, instead of statutory registers. This will apply to the registers of members, directors, secretaries, directors’ residential addresses and the PSC register.

Directors misconduct

The disqualified directors regime will be updated and strengthened.

Statement of capital

Simplification of the statement of capital and consistency throughout the Act.

October 2016

Corporate directors

A prohibition on appointing corporate directors will be introduced with some limited exceptions. Any company with an existing corporate director will need to take action, to either explain how they meet the conditions for an exception or give notice to the registrar that the person has ceased to be a director.

We will advise of these changes which are being gradually introduced over the next twelve months.

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