Implementation of the Companies Act 2006
 
 
 

If, like me, you've recently been besieged by queries about the content, timing and impact of the Companies Act 2006, CLIG's seminar on the implementation of the Act was perfectly timed.

The Companies Act is the largest ever at 1300 clauses and over 750 pages. It is therefore easy to get caught up in the detail without understanding exactly what it aims to do. Mike Penry, from the Corporate Law and Governance section of the DTI managed to give an effective overview of the Act without swamping his audience in details.

The Companies Act 2006 will effectively replace all existing Companies legislation except for provisions concerning investigations and community interest companies. Ultimately, the aim is to produce a simpler, more accessible version of the law which applies to the UK as a whole and 'thinks small first'. Mike Penry summarised the key provisions of the Act which includes a statutory statement of directors' duties, greater use of electronic communications and new rules for memoranda and articles of association. New provisions affecting public companies include expanded requirements for business reviews and clarification of a company's liability when reporting to the market. Key differences for private companies will be that there is no longer an obligation to appoint a company secretary and simpler rules on share capital. The portion of the seminar that answered the most pressing questions for me dealt with the timetable for the implementation of the Act. Provisions that are already in force include requirements for e communications and disclosure while provisions relating to takeovers came into force in April 2007.

There are likely to be four commencement orders in total with provisions concerning directors' duties coming into force in October 2007 and sections relating to annual accounts and reports coming into force in April 2008. All provisions of the Act will be in force by October 2008. The seminar gave an interesting insight into how decisions were made about the structure of the Act and powers given under it. We also learned some more about the DTI's plans to communicate the provisions of the Act to small and large companies. Above all, we were advised to regularly check the Companies Act web site at http://www.dti.gov.uk/bbf/co-act-2006 for future guidance and publications.

There is no doubt that this Act will affect everybody connected with legal information either from a research point of view or making decisions about which of the plethora of new publications looks the most relevant. The evening ended with some interesting questions about the implication of the Act on small companies and the effect that provisions will have on Companies House. Many thanks to Mike Penry and all of the CLIG Committee members who arranged this event.

 

Catherine White, Lovells