Proposed New Company Law For The UK

14 December 2005

The Company Law Reform Bill was published on 1 November and will have an impact on all companies - both large and small. Generally, the intention is to simplify procedures and changes affecting small companies including:

- The need for private companies to have a company secretary is to be abolished.

- Directors no longer have to file their private home address with Companies House: a "service address" can be used instead.

- Annual general meetings will no longer have to be held by private companies unless they decide that they want them.

- A written resolution no longer requires the signature of all shareholders. Depending on the nature of the resolution, either 75%, or a 51% majority, will be sufficient.

- New, shorter and clearer articles of association private companies that are formed in future.

- Electronic communication for companies will be made easier.

The bill includes a statutory statement of general duties of directors - previously many of the duties were established in the courts rather than by statute.

See http://www.parliament.uk for full details.