Companies Act 2006 - reminder of April 2008 implementation

The following significant parts of the Companies Act 2006 take effect on 6 April 2008:

• Removal of the requirement for private companies to have a company secretary
• Any company will be able to execute any document by having it signed by a single director in the presence of a witness (not necessarily another director or the company secretary, or even a person connected with the company) who also signs

Provisions relating to company accounts and audit, including:

• Reduction of periods for filing accounts (six months for public companies, nine months for private companies)
• Requirement for quoted companies to publish report and accounts on websites
• Provisions permitting limitation of auditor liability in certain circumstances

Provisions relating to private and public companies, including:

• Private companies offering shares to the public may be required to reregister as public companies or be wound up
• Public companies to be able to satisfy the £50,000 minimum share capital requirement in an equivalent Euro amount (proposed to be €75,000)
• Rules on distributions, including confirmation of the effects of distributions in kind made at book values

Provisions for arrangements and reconstructions

• Rules on mergers and divisions of public companies
• Regulations covering the exercise of rights to inspect the register of members, including reduction from 20 to ten years of period for which details of former members must be kept on the register and during which claims in relation to entries in the register may be brought

We consider the action you should take in the light of these imminent changes.