A. The Companies Act 2006 is a piece of primary legislation that largely applies to companies directly. A number of provisions are currently being set out in secondary legislation, mainly through regulations or orders made by statutory instrument.

A. The Companies Act 1985 has been changed in order to meet four key objectives:

• To enhance shareholder engagement and a long term investment culture;
• To ensure better regulation and a 'Think Small First' approach;
• To make it easier to set up and run a company; and
• To provide flexibility for the future.

A. A copy of the Companies Act 2006 is available from the Office of Public Sector Information http://www.opsi.gov.uk/acts/acts2006a.htm, or from the Companies Act Publications page of the Companies House website.

A. The government established the Company Law Review Group in 1998 to consider in detail how company law could be modernised. The Company Law Review recommendations became the blueprint for the reforms proposed in the Company Law Reform White Paper issued in March 2005. Following consultation, the White Paper proposals evolved into a draft Bill which was then debated during its passage through Parliament. Finally, the Bill received Royal Assent (official approval) on 8th November 2006.

A. More information about the Companies Act 2006 is available on the Department for Business, Enterprise and Regulatory Reform website at http://www.berr.gov.uk/bbf/co-act-2006/index.html

A. No. The Act will be supplemented by a series of Regulations using powers given to the Secretary of State in certain parts of the Act. It will be supplemented by Commencements Orders which bring the Act into force. As they are published, details can be at http://www.berr.gov.uk/bbf/co-act-2006/made-or-before-parliament/page35232.html

A. Some of the key effects resulting from the Act include:

All companies

• A clear statement of directors' general duties clarifies the existing case law based rules
• Companies will be able to make greater use of electronic communications for communications with shareholders.
• Directors will automatically have the option of filing a service address on the public record (rather than their private home address).
• Directors must be at least 16 years old, and all companies must have one natural person as a director – i.e. they cannot have all corporate directors.
• There will be improved rules for company names.
• Companies will no longer be required to specify their objects on incorporation.
• The articles will form the basis of the company's constitution.

Private companies

• There will be separate and simpler model Articles of Association for private companies.
• As part of the "think small first" agenda, there will be a separate, comprehensive "code" of accounting and reporting requirements for small companies.
• Private companies will not be required to have a company secretary.
• Private companies will not need to hold an annual general meeting unless they positively opt to do so.
• It will be easier for companies to take decisions by written resolutions.
• There will be simpler rules on share capital, removing provisions that are largely irrelevant to the vast majority of private companies and their creditors.

Key benefits: Shareholders

• There will be greater rights for nominee shareholders. These will include the right to receive information electronically or in hard copy if they so wish.
• There will be more timely accountability to shareholders by requiring public companies to hold their AGM within 6 months of the financial year-end.

A.The Act will not be fully implemented until October 2009, however there will be earlier implementations in April 2007, October 200, April 2008 and October 2008. Details can be found on the Department for Business, Enterprise and Regulatory Reform and Companies House websites.
Click here for the commencement timetable.

A. Companies House intends to give all companies, directors and customers notice prior to any changes being implemented. The Companies House website will be updated with news regarding changes and implementation timescales.

A. For details of the implementations introduced on the 6 April 2007 click here (http://www.companieshouse.gov.uk/companiesAct/implementations/apr2007.shtml)

A. For details of the October 2007 changes click here (http://www.companieshouse.gov.uk/companiesAct/implementations/oct2007.shtml)

A. For the scope of the April 2008 implementation click here (http://www.companieshouse.gov.uk/companiesAct/implementations/apr2008.shtml) .

A. For details of the October 2008 changes click here (http://www.companieshouse.gov.uk/companiesAct/implementations/oct2008.shtml)

A. Transitional provisions are being included in the Commencement Orders. However, this does not mean that there will not be separate provisions at a later date.

A. Yes. Every director must provide both their usual residential address and, for each directorship, a service address. The service address will be on the public record; the residential address will be protected information. A director may choose to use his residential address as his service address; in which case the fact that the two addresses are the same will be protected information.

A. Directors will still need to file their residential address with Companies House but they will also have the choice of filing a service address. The service address can be the same as the residential address, or the registered office address, or it can be somewhere different. The residential address will be held on a private register only available to predetermined organisations. This will be introduced from October 2009.

A. No. When service addresses are introduced they will be free.

A. The following will be able to directors residential addresses:

• Specified public bodies for carrying out their public functions.
• Credit reference agencies for vetting applications for credit and associated work and to meet the obligations in the Money Laundering Regulations. Vulnerable directors will be able to apply to the Registrar for their addresses not to be provided to credit reference agencies.

A. Credit Reference agencies will not be able to obtain the usual residential address of any director who is the beneficiary of a valid Confidentiality Order on 30 September 2009 or who has made a successful application to the Registrar on the grounds that he is:

• at serious risk of violence or intimidation as a result of the activities of a company of which he is a director;
• or has been, employed by the police or security services;
• providing, or has provided, goods or services to the police or security services.

A. Yes, if the service address is ineffective the Registrar does have the power to ban the use of this address and place the usual residential address on the public register.

A. Letters will be sent to the Service Address.

A. Confidentiality Orders will cease on implementation of the Act on 1st October 2009. Section 243(5) will allow for Directors at risk to apply for their usual residential address not to be disclosed to Credit Reference Agencies. All directors will be required to have a service address for the public record and provide their usual residential address which will only be provided to Public Authorities and Credit Reference Agencies.

A. Only directors whose confidentiality order expires before 1st October will need to renew their order. From 1st October 2009 if a director is at risk of harm they will be able to apply under Section 243(5) for their usual residential address not to be disclosed to Credit Reference Agencies.

A. BERR has published on the website a structured collection of helpful quotations from ministerial statements made during the Parliamentary debates on the Bill. www.berr.gov.uk/files/file40139.pdf. And the explanatory notes on the Act are available on the OPSI website:
www.opsi.gov.uk/acts/en2006/2006en46.htm A growing number of publishers are producing textbooks on the new Act. The Department has no plans to produce any further guidance.

A. The Act introduces a minimum age for a director of 16. Any directors under 16, when the Act is implemented in October 2008, will automatically cease to be a director.

From 6th April 2007 the maximum age for directors of PLC's, which was 70, has been removed.

A. Existing under age directors will cease, with no notification to the registrar required. However, the company will need to amend their register of directors to reflect the fact that the appointment has ceased.

A. Yes. Where a person appointed a director of a company before section 157 (minimum age for appointment as director) comes into force has not attained the age of 16 when that section comes into force, that person ceases to be a director.

A. 1 October 2008, but there will be a grace period until October 2010 for any Company which did not have at least one director who is a natural person at the time when the 2006 Act received Royal Assent (8 November 2006).

A. Yes.

A. Companies without an eligible director will be in default.

A. The requirements for 'other directorships' will not be repealed until 1st October 2009, the same time as the remainder of Part 10 – Directors.

A. It is only certain sections of Part 10 of the Act that are being implemented in October 2007; these are the sections relating to director's duties. The repeal of Section 288 will not be repealed until 1st October 2009 so directors should continue to be appointed on the current form until section 167 of the Companies Act 2006 comes into force

A. From 6th April 2008 private companies will have the option whether or not they have a company secretary. If the company decide to no longer have a secretary after that date they will need to inform Companies House on the usual 288b form.

A. From 6th April 2008 the provision for enabling private companies to choose whether they wish to have a company secretary, will come into force.

A. Yes, as long as it is a private company and from 1st October 2008 that the director is a natural person.

A. The new provisions relating to natural directors do not apply to secretaries. Secretaries can still be corporate.

A. The company will be required to amend the Articles if there is specific reference to the company having a secretary. However if the Articles only refer to the secretaries duties there is no need to make an amendment.

A. The company must submit a written or special resolution together with an updated version of the Articles.

A. These come into force on 1st October 2009 From that date secretaries who are an individual person will be able to file a service address for the public record and corporate secretaries will be required to give details of where they are registered and the registered company number, if applicable.

A. Generally the requirements on the form and contents of accounts and reports in Part 15 of the Companies Act 2006, and the new regulations to be made under it, will be commenced with effect for accounts and reports beginning on or after 6 April 2008. Accounts and reports for periods beginning before then will continue to be prepared in accordance with the Companies Act 1985.

However, the new business review requirements in section 417 of the Companies Act 2006 will be commenced for reports for financial years beginning on or after 1 October 2007.

A. Yes.

A.The accounts types will remain the same but the statements for companies with accounting periods starting on or after 6th April 2008 will be required to refer to the Companies Act 2006 statements (Click here for the new accounts statements).

A. Yes - please click here for the new accounts exemption thresholds.

A. Yes.  LLPs accounts with accounting periods starting on or after 6th April 2008 will now have 9 months to file their accounts at Companies House or 21 months from the date of incorporation.

However the content of LLP accounts is unaffected and must still be prepared in accordance with the Companies Act 1985 as applied by the Limited Liability Partnership Regulations 2001

A. For financial periods beginning on or after 1st April 2008 there are no longer special rules regarding audit exemption for charitable companies.  They can qualify for audit exemption under company law in the same way as any other company.  Charitable companies may also be subject to separate requirements for audit or other scrutiny of their accounts under charity law. For more information see www.charity-commission.gov.uk for charities registered in England or Wales or www.oscr.org.uk for charities registered in Scotland.

A.Yes.  However the higher thresholds for qualifying as small or medium will only apply to LLPs with accounting periods starting on or after 1st October 2008.

A. The section of the Companies Act 2006 relating to the new requirements for accounts does not come into force until 6th April 2008, and will apply to accounting reference dates beginning on or after that date. Regulations for accounts contents are currently being drafted and are due to be finalised at the end of the year when further guidance will be issued on the statements required.

A. No, changes to statements in accounts will only be necessary for accounting periods beginning on or after 6th April 2008, when the accounting provisions under the 2006 Act are implemented.

A. The filing dates for accounts will be reduced from 10 months to 9 months for private companies and from 7 months to 6 months for PLCs.

A. The reduction in the accounts filing deadlines will be introduced for companies with accounting periods beginning on or after 6th April 2008.

A. Many of the changes to the accounts have yet to be defined, however for companies with accounting periods beginning 6th April 2008, the filing times for accounts will be shortened to 9 months for private companies and 6 months for public companies

A. The shortened filing for accounts will come into force for companies with accounting periods beginning on or after 6th April 2008.

A. Section 442 'Period allowed for filing accounts', will commence on 6th April 2008. Therefore it will apply to all accounting periods that begin on or after 6th April 2008.

A. Yes. We will restate section 260 CA1985 without modification in the regulations to be made under Part 15 of the CA 2006.

A. Section 463 of the Companies Act 2006 (liability for false or misleading statements in reports) does not apply to a directors' report, directors' remuneration report or summary financial statement first sent to members and others under section 238 or 251 of the 1985 Act, or Article 246 or 259 of the 1986 Order, before January 2007. So it depends when documents are sent to members, not which financial year they apply to.

A. A Business Review is a fair review of the company's business within the reporting period. It must be a balanced and comprehensive analysis of the development and performance of the company, with a description of the principal risks. (See Section 417 of the Companies Act 2006).

A. The Directors Report in the accounts must contain a Business Review. This applies to all companies, except companies that file small company accounts.

A. The Business Review will apply to all accounts with reporting periods beginning on or after 1st October 2007.

A. Once a company has filed its Annual Return made up to a date after 30 September 2007, it will be subject to the 2006 Act's provisions relating to access to its register of members. This means that:

• the request for access must include the name and address of the persons seeking access and say what the information is to be used for, whether it will be shared with anyone else and if so, to whom and for what purpose;
• the company must, within five working days, either comply with the request for access or apply to the court;
• the court will allow the company not to comply if it is satisfied that the access is not being sought for a proper purpose.

A. This restriction applies to all external requests to view the register of members from outside the company.

A. The requester's name and address, or if an organisation an individual's name, plus the purpose of the request and whether the information will be shared with anyone else and if so, to whom and for what purpose. It is an offence to make a false statement when providing the details required for disclosure.

A. The company must, within 5 working days, either comply with the request or apply to the court to restrict the access to the Register.

A. The court would only allow the company not to comply if it is satisfied that the access is not being sought for a proper purpose.

A. It is for the court to determine whether any particular application is for a proper purpose.

A. If the notice of the meeting was circulated before 1st October 2007, the meeting should go ahead as the notice was circulated under the 1985 Companies Act.

A. After 1st October 2007 a company will only have to hold an EGM to pass an extraordinary resolution if it is stated in the company's articles.

A. Yes, for example the Insolvency Act 1986 stated a company had to pass an extraordinary resolution to wind up a company. This is no longer the case as a consequential amendment has been made to the Insolvency Act 1986 to change the requirement from an extraordinary resolution to a special resolution.

A. Yes.

A. Under the Companies Act 2006 private companies will no longer be required to hold annual general meetings, however the shareholders will still be involved in the decision making process of the company.

The Act was drafted so many of these decisions can be made by written resolution although the company will still need to hold meetings to dismiss a director or remove an auditor before the end of the term of office. The shareholders and directors also still have the power to call a meeting, if required.

The affect of the new provisions is dependent on what is currently in a company's articles. An existing private company would still need to pass a resolution to remove any existing clauses regarding annual general meetings from its articles. Notice of this resolution would be circulated to the members before it could be passed or agreed to.

Further detailed information on resolutions and meetings is contained within Companies Act 2006: Private Company Information, on the BERR website: http://www.berr.gov.uk/files/file42261.pdf

A. Companies House would expect the resolution to state; the resolution type, the fact it was passed / agreed by the members or directors, the date it was passed and it has been signed by an officer of the company.

A. 1st October 2007

A. The required majority will be similar to that for shareholders' meetings – a simple majority of eligible shares for ordinary resolutions, or 75% for special resolutions.

A. Written resolutions passed on or after 1 October 2007 (under the Companies Act 2006) require only one signature (but may have more).

A. Yes, Section 390 of the Companies Act 85 will be amended so that auditors are still entitled to receive all communications that go to members in connection written resolutions.

A. A private company does not need to hold an AGM if there is no obligation to do so in their articles. An existing company must continue to hold an AGM unless it changes it's articles to remove any reference to AGM's. Public companies must still hold AGM's.

A. An 'authenticated document' refers to the members' agreement to the resolution. Members can either sign a paper copy of the resolution or signify agreement to an electronic version. This is the reason for saying authenticated rather than signed.

A.The special and written resolution formats were both updated on 1st October 2007 and are available on the Companies House website. The online version of the Companies Act 2006 is on the OPSI website (www.opsi.gov.uk/acts), and Chapter 5 sections 77-81 refer to change of name.

A. Shareholder meetings for private companies can now all be on a 14 notice period, unless different arrangements are specified in a company's articles.

A. Under the Companies Act 2006 elective resolutions excluding section 80a (now section 549-55 of the 2006 Act) have been repealed.

As of 1 October 2007, four of the five elective resolution types are no longer necessary to be filed for private limited companies - these being:

Dispensing with the laying of accounts and reports before a general meeting (s252)
Dispensing with the holding of annual general meetings (s366a)
Reduction of majority required to authorise a meeting at short notice (s369(4) or 378(3))
Dispensing with the annual appointment of auditors (s386)

But if they are filed they will be placed on the public record.

A. If a company has already filed elective resolutions they will remain in force and the company will not need to amend the articles.
Elective resolutions circulated before 1 October 2007 will still be acceptable for filing.

A. The responsibility to provide accounts to certain people remains.  Every company must send a copy of its annual accounts and reports for each financial year to -

• every member of the company
• every holder of the company's debentures, and
• every person who is entitled to receive notice of general meetings

A. Firstly, the company must check the current articles to see what is specified, and if they wish to take advantage of not having to hold an AGM they must pass a resolution to remove that provision.  However they may continue to present the accounts to members as they currently do.  

A. This is not compulsory.   The company articles will only need to change if a company wants to take advantage of the new provisions which came into force on 1st October 2007, e.g. directors duties, resolutions and meetings. 

A. If the company passes a special resolution to adopt a bespoke set of articles, 75% of the eligible votes are required.  Therefore, it will depend of how many eligible votes that company has (i.e. how many members).

A. 1st October 2009

A. The Act is UK wide and Northern Ireland companies will be incorporated as UK companies.

A. Yes.

A. 1st October 2009

A. Yes, the Northern Ireland Office will remain in Belfast.

A. Historical Northern Ireland data, and documents from 2000, will be available immediately, however older documents will have a slightly longer delivery time as they will be scanned prior to delivery.

A. There are approximately 38,000 companies registered in Northern Ireland.

A. Yes, Northern Ireland companies will have access to the WebFiling service from 1st October 2009.

A. Yes, the NI prefix will be retained.

A. Under the 2006 Act overseas companies will be companies registered outside the UK, and if a NI company wants to open a branch in England, Wales or Scotland they do not have to register with the Registrar for that jurisdiction and vice versa. Existing companies will no longer be required to register.

A. There will be changes to all forms, if only to remove the number as this number e.g. 288, aligns to the relevant Section in the 1985 Companies Act. It is likely that the new forms will have a descriptor relating to their functionality; however they will still contain a reference to the Section of the 2006 Act

A. Changes to company forms will be introduced on 1st October 2009

A. Specimen forms are not yet available.

A. The section number will appear on the form but not in the heading as currently.

A. The only forms that will be affected by the October 2007 phase of the Act are the 128(1), 128(3), 128(4), 129(1), 129(2) and 129(3). However these forms will still be acceptable as the filing requirement has not changed. There may be some minor changes, for example the reference to the new legislation and these will be available on the website. The majority of our forms will not change until October 2009.

A. Notification of the location of directors' service contracts.

A. Yes, companies will use Form 318 to notify the location of the director's service contracts under new section 228, and directors' indemnities under 237 until 30th September 2008.

A. Yes, the notification should only be when the register is returning to the registered office address as the regulations under Section 1136 SAIL (Single Alternative Inspection Location) do not come into force until 1st October 2009.

A. From October 2009 companies may, in certain circumstances, register a name which is the same as another in the index of company name. For example, "XXX limited" and "XXX (UK) limited". This will only be permitted if the company to be registered forms or is to form part of the same group as the company whose name is already on the index. Companies wishing to apply for a name under these circumstances will need to send a written consent from the company already in the registrar's index indicating that the company forms or is to form part of the same group as the company already on register.

A. Yes. Section 60 of the Companies Act 2006 continues the exemption of section 30 of the Companies Act 1985 for companies already exempt so long as they continue to meet the conditions and until they change their name.

A. Yes. From October 2008 some new rules will apply under sections 69 to 74 of the Companies Act 2006. These will allow complaints to be made where a company has been registered with the intention of extracting money from the complainant or to prevent him from registering a name in which he has goodwill ("opportunistic registration"). More information about the Company Names Tribunal and the cost associated with this service is available at www.ipo.gov.uk/cna.

A. Any person or company can object about a company name.

A. No. All objections about opportunistic registration must be sent to the new and independent Company Names Tribunal (also known as 'Adjudicator'), who will be based at the UK Intellectual Property Office. Companies House is only responsible for 'too like' and 'same as' objections.

A. The Company Names Tribunal may make an order to direct the company to change its name. If the company fails to comply the Tribunal may choose a new name for the company.

A. Yes, a company can appeal to the High Court.

A. Yes. The rules of the Company Names Tribunal will be retrospective.

A. Every company must display its registered name:

• at its registered office and its inspection place. However, dormant companies will be exempt from 1 October 2008
• at any place where the company carries on business. But if that place is primarily used for living accommodation (for example the director's address) the company will be exempt.
• in the company business correspondence and documents. This includes documents in hard copy, electronic or any other form.

A. The company name must be displayed continuously, but from October 2008, if you are one of the six or more companies sharing the office or place of business you'll only be required to display the name for fifteen seconds every three minutes. You may want to use electronic displays for this purpose.

A. From October 2008 minor variations in form of a name will be permitted including the case of the letters, the use of punctuation, accents, etc and formatting. However, the differences must not result in there being a risk of confusion.

A. The company name, number, place of registration, and its registered office address.

A. Yes. From October 2008 a person may request in writing information from the company it deals with including; the address of its registered office, any inspection place and the type of company records kept at that office or place. The company must send a written response to that person within five working days of the receipt of that request.

A. The company and every one of its officers in default will be committing an offence and they may be liable to a fine.

However, from October 08 the personal civil liability will be removed. This means that for example, if the officer signed a cheque on behalf of the company he will no longer be personally liable to the holder of the cheque for any money.

A. Public companies will need to establish whether they are maintaining the minimum share capital in sterling or euros (previously only sterling was permitted).

A. Sections 761 - 767 relate to the public company minimum shares capital in euros.

A. The minimum authorised share capital is either 50,000 in sterling or 65,600 in euros.

A. From 6th April 2008:

• a public company may be incorporated satisfying the authorised minimum in sterling (£50,000) or euros (€65,600)
• an application by a public company for a certificate to commence business and borrow (trading certificate) will no longer be required to be in the form of a statutory declaration.
• a public  company applying for a trading certificate or a private company re-registering to a public company will need to determine on the application whether they are meeting the authorised minimum requirement in sterling or euros.

A. Companies may continue to use the existing prescribed forms 117 (application for a trading certificate) and 43(3) (application by a private company for re-registration as a public company), but will need to modify them as appropriate, so that they comply with the new provisions for applications made on or after 6th April 2008.

Companies House has produced optional forms 117 and 43(3), which have been modified to meet the new requirements for applications made on or after 6th April 2008 and companies may wish to use these instead of the prescribed forms.

A. Private Limited Companies will be able to cancel issued share capital by means of a special resolution supported by a solvency statement, as an alternative to obtaining a court order.

The prohibition on financial assistance by private companies for acquisition of its own shares will be lifted for assistance given on or after 1st October 2008. The forms 155(6)a and 155(6)b need no longer be sent to Companies House in these circumstances.

Further details on both of these changes can be found on the October 2008 implementations page: http://www.companieshouse.gov.uk/companiesAct/implementations/oct2008.shtml.

A.The memorandum of association is a statement made by each subscriber confirming their intention to form a company and become a member of that company. If the company is to have a share capital on formation, each member also agrees to take at least one share. The form of memorandum is included in schedules 1 and 2 of The Companies (Registration) Regulations 2008 (SI 3014).

A. The Companies (Model Articles) Regulations 2008 were made on 16 December 2008. The final version of the Model Articles are now available.

A. Model Articles will apply to private and public companies incorporated on or after 1 October 2009 who choose to adopt them in their entirety or with amendments. They will also apply by default to companies formed under the Companies Act 2006 unless they register their own articles. These model articles apply to new companies incorporated on or after 1 October 2009. If the proposed company chooses to adopt model articles without any amendments it does not need to send a copy of the articles to Companies House.

A. All companies are required to adopt articles of association when they incorporate. Tables A to F of the Companies (Tables A to F) Regulations 1985 (more commonly know as Table A) set out standardised model articles, which companies can use as the basis for their own articles. If companies do not register their own articles of association, Table A applies by default.

A. Tables A to F have been amended to bring them in line with changes in company law. The Government made regulations in September 2007 making amendments to the Table A regulations to enable new companies formed on or after 1 October 2007 to take advantage of, and avoid conflict with the Parts of the Companies Act 2006 that came into effect by that date.

A. The changes are set out in the Companies (Tables A to F) (Amendment) Regulations 2007 and the Companies (Tables A to F) (Amendment) (No2) Regulations 2007, which are available from the OPSI website and / or set out in a statement on the BERR website.

A. The new Table A applies to new companies incorporated on or after 1 October 2007 which do not register articles of their own when they apply to be incorporated. Companies are not obliged to use Table A, and can write their own articles or base them on the Table A articles. If companies do not register their own articles of association Table A applies by default.

A. The new Table A came into force on Monday 1 October 2007.

A. The regulations setting out the model articles were made in December 2008 and will be commenced on 1 October 2009. The changes to Table A have no impact on the model articles or the timing of the introduction. When the model articles come into force in 2009, they will replace Table A as default articles; but a company which already has the revised Table A and its articles will not be affected by the model articles unless it chooses to switch to them.

A. The changes made by Government to Table A in September 2007 have ensured that the default articles which apply when a company does not register its own articles, are consistent with company law in force from 1 October 2007.

A. New Table A does not affect existing companies unless they choose to adopt it. Existing companies can choose to amend their current articles of association, by special resolution, to bring them in line with changes in the law as expressed in the revised Table A.

A. Yes, the latest version of Table A is available on the Companies House website.

A. In April 2006 provision 54 of the Table C and provision 2 of the Table E were amended to bring them into line with the Companies Act 2006.

Regulation 54 of the Table C (vote of members) was ambiguous in terms of whether it allowed the proxies acting on behalf of members of a company limited by guarantee the new right to vote on a show of hands prescribed by sections 284 and 324 of the Companies Act 2006. Proxies are now specifically mentioned in the regulation.

Regulation 38 of Table E sets a notice period of 7 days for general meetings of unlimited companies. This was in conflict with section 307 of the Companies Act 2006 which requires at least 14 days notice so regulation 38 was deleted from Table E.

A. Yes.

A. For some time, Companies House has been joining up with other organisations and providing speakers at various events across the country. From June to October 2009, Companies House is also holding Companies Act 2006 seminars at various locations.

A. This is being addressed in the consultation document available on the Department for Business, Enterprise and Regulatory Reform website, please use it to feed in your comments.

A. This has yet to be decided within the secondary legislation. But when it is agreed the website will be updated.

Further detailed information on resolutions and meetings is contained within Companies Act 2006: Private Company Information, on the BERR website: http://www.berr.gov.uk/files/file42261.pdf

A. Where a company amends its articles of association, a copy of the amended articles must be sent to Companies House within 15 days. Failure to comply is a criminal offence.

The Companies Act 2006 introduces a new civil penalty of £200 for failure to comply. The civil penalty will only trigger if a company receives notice from the Registrar requiring it to deliver a copy of its amended articles and it does not comply within 28 days. The company would remain liable to criminal proceedings in addition to the £200 civil penalty.

To avoid the civil penalty, a company must simply deliver a copy of its amended articles within 28 days of the notice. If it does, it will not only avoid the civil penalty but no criminal proceedings can then be brought in relation to the original default.

Unlike the existing late-filing penalty for accounts, the new penalty will be levied when a company fails to respond to the Registrar's notice. It is not linked to the late delivery of the articles.

The Registrar will not retain the money collected from the new civil penalty; it will be paid into the Consolidated Fund as is the case with the existing late-filing penalty.

A. Section 809 of the Companies Act 2006 did come into force on 20 January 2007. However, under section 809(1)(b) the place specified other than the registered office has yet to be defined by the regulations under section 1136. Until these regulations are made the register may only be kept at the registered office of the company, therefore no notification would be required by the Registrar.

A. The Companies Act 2006 restates the provisions in the Companies Act 1985 as regards a company seal and share certificates. This means the company can execute documents, as currently, either by using its company seal or by the document being signed by two authorised signatories, e.g. two directors, a director and a secretary, or a director in the presence of a witness.

A. There are no plans to incorporate these types of companies into the Companies Act 2006.

A. The 2006 Act has not introduced any changes to the minimum share capital that a private limited company must have. However, there will be changes to the law with regard to public limited companies. A public company will be able to have its authorised minimum capital as either £50,000, as at present, or as 65,600 euros, but not as a combination of the two.

A. Under the 2006 Act the Memorandum of Association is a static document that will be completed with the subscriber's details. It will state that they wish to form a company, agree to become members and will take at least one share, if the company is limited by shares. Each subscriber will also authenticate the Memorandum.

Due to the content of this information there will no longer be a need to update the Memorandum. However, companies will still need to file updated Articles whenever a change is made to their constitution.

A.No.  Although it is intended that large parts of the new Companies Act 2006 will be applied to LLPs it will only be where it is appropriate to do so in order to retain the fundamental differences between LLPs and private companies.  For details of which parts of the Companies Act 2006 will be applied please see www.berr.gov.uk/bbf/llp/page39897.html