Business Surgery: New Bill to give small firms more ‘freedom’

Colleen Gostick of Buckles Solicitors
Colleen Gostick of Buckles Solicitors

Owner/ managers of private companies in the UK will need to watch out for a new Bill coming into effect later this year.

The Small Business, Enterprise and Employment Bill is currently going through the House of Lords, and it looks set to be passed by the Government in time for the General Election in May 2015.

It is designed to reduce the barriers that can constrain the ability of small businesses to innovate, grow and compete, and give them “the freedom to become the driving force of our economy.”

There are a number of significant provisions that owner/managers of private UK companies need to be aware of.

The following are, of course, subject to any changes made to the Bill during its progression onto the Statue Book.

All companies will need to identify people who own or control more than 25 per cent of a company, its shareholding or voting rights.

They will need to maintain a register of the names and details of all such parties who will no longer be able to hide behind trusts or other corporate vehicles if they have a 25 per cent or more interest in a UK company.

All companies currently have to file an annual return every year and this is going to be replaced with an obligation to confirm at least once in a 12 month period that all the required information which is necessary to be filed at Companies House has been provided.

There is to be an option for private companies to hold certain statutory registers (such as the register of directors’, directors’ residential addresses, secretary and members) publicly at Companies House rather than internally, if they so wish.

New directors appointed to a company will no longer have to give their “consent to act” when a new director is appointed to a company.

The new regime is to replace the consent to act procedure with a Statement of Truth made by the company when filing a notice of appointment at Companies House that the person has, indeed, consented to act as a director and Companies House will notify new directors of their appointment giving them the opportunity, if they did not in fact agree to take up the role, to apply for it to be removed from the public record.

It is however thought it will be some time before this new procedure comes into effect.

All of the above is subject to any changes which could be made to the Bill before it comes into effect but in the absence of any changes being made, anybody involved as a director or shareholder in a private company in the UK should be aware of changes, likely to come into effect later in 2015.

We will keep you posted as it progresses.