The first set of changes to UK company law are due to be introduced by Companies House on 4 March 2024.
The new measures are part of The Economic Crime and Corporate Transparency Act and are intended to reduce the potential for economic crime by improving transparency of the register.
Companies House will have greater powers to query information, enabling them to reject information that seems incorrect or inconsistent with the register.
The first set of changes to be introduced includes
- Stronger checks on company names;
- New rules for registered office addresses;
- A requirement for all companies to supply a registered email address;
- A requirement for all companies to confirm they are forming the company for a lawful purpose when they incorporate, and to confirm its intended future activities will be lawful on their confirmation statement;
- The ability to annotate the register when information appears confusing or misleading;
- Taking steps to clean up the register, using data matching to identify and remove inaccurate information; and
- Sharing data with other government departments and law enforcement agencies.
New rules for registered office addresses
The changes to the registered office address is a significant one. Companies must have an ‘appropriate address’ as their registered office at all times.
Companies House specifies an ‘appropriate address’ as one where
- Any documents sent to the registered office should be expected to come to the attention of a person acting on behalf of the company; and
- Any documents sent to that address can be recorded by an acknowledgement of delivery.
Companies will not be able to use a PO Box as their registered office address – they can use a third-party agent’s address if this meets the appropriate address conditions.
For companies that do not have an appropriate address
- The address will be changed to a default address at Companies House;
- The company must then provide an appropriate address, with evidence of a link to that address, within 28 days; and
- If Companies House do not receive this evidence they will start the process to strike the company off the register.
Registered email address
All companies will be required to give a registered email address to Companies House – this will not be published on the public register.
- New companies will need to provide a registered email address when they incorporate; and
- Existing companies will need to provide a registered email address when they file their next confirmation statement with a statement date from 5 March 2024.
Statement of lawful purpose
When a company is incorporated, the shareholders will be required to confirm they are forming the company for a lawful purpose.
Existing companies will need to make a lawful purpose statement when they file their next confirmation statement with a statement date from 5 March 2024.
Companies, intermediaries, stakeholders, and anyone thinking about incorporating a company should familiarise themselves with the changes and how they may impact them.
Should changes need to be made to comply with the new rules for registered office addresses, these can be made online, using the company’s authentication code.
Registered email addresses can be managed through a new ‘update a registered email address’ service.
Additional measures are due to be introduced over the coming months and years to further prevent fraudulent information being accepted and published on the register – these changes include identity verification, streamlining accounts filing options for small and micro entity companies, and transitioning towards filing accounts by software only.
How M+A Partners can help
The team at M+A Partners are here to assist with helping clients comply with the new requirements. Should you have any queries on the changes and the way in which they will impact your company, please get in touch with your usual M+A Partners contact or email email@example.com
It should be noted that the implementation date of 4 March is subject to secondary legislation, however the changes will not be introduced earlier than this.