SBEE Act 2015 - April 2016 Changes
Whilst the Small Business, Enterprise & Employment Act (“SBEE”) change with the highest impact has been the introduction of the PSC regime, the SBEE has also introduced other changes which have required new documents and updates to our site.
These changes include:
Director disputes – a simpler way to get falsely appointed directors’ details removed from the register; and
Registered office disputes – a new process to help when a company is using an address for its registered office that it does not have authorisation for.
Director disputes may occur where it is found that an appointed director did not consent to act in their appointment. In October 2015 the consent to act procedure was changed and therefore when a dispute is received, a company needs to provide evidence that the director did in fact consent to act. Our October newsletter attaches a number of new director templates and amongst them, our new Director’s Consent to Act, has been specifically written with the SBEE and this director disputes provision in mind
Registered Office Address (ROA) disputes
Section 1097A of the Companies Act 2006 (as inserted by the SBEE) has introduced a new process to help solve ROA disputes, in particular to help when a ROA is being fraudulently or inaccurately used. Companies House now has the power to investigate and change the ROA to a “default” address if satisfied that a ROA is being fraudulently or inaccurately used.
In light of this change we have:
1. updated our guidance note, Company Registers & Records – What must be kept & where to keep them, to explain the process of investigation by Companies House and the procedure to be followed: and
2. created two new template letters that can be sent to Companies House in the event of a ROA dispute.
The first letter relates to making a complaint to the Registrar regarding the fraudulent or inaccurate use of a ROA; and
The second letter serves to assist those companies that have been the subject of a complaint, but where there has been a genuine misunderstanding regarding the use of a ROA. This second letter seeks to provide evidence to the Registrar of a company’s right to use the address as its ROA.
People of Significant Control (PSC) Regime
In light of the new PSC regime, (PSC templates can be accessed here), we have also updated our nominee agreement templates (basic and long form declarations of trust) to take account of the potential impact the PSC regime may have on nominee type arrangements.
The contents of this Newsletter are for reference purposes only and do not constitute legal advice. Independent legal advice should be sought in relation to any specific legal matter.