New law for small businesses sneaks under the radar…

time for change

Have you implemented the changes in The Small Business, Enterprise and Employment Act 2015 that received Royal Assent in March 2015?

Some of the changes should have been implemented already but if you haven’t seen or heard much about these new rules you would not be alone.

The new legislation is part of the Government’s Transparency and Trust proposals aimed at deterring illegal activity in unquoted businesses (private companies).

One of the most controversial changes is the introduction of a PUBLIC register of people with a significant control in the business. If you have significant control you will be obliged to identify yourself to the business from January 2016. Your details will be included in the companies register which must be kept up to date and provided to Companies House where it will be put on a publicly available record. We are awaiting final details on companies that may be able to withhold this information but it is thought that this will only be in very limited circumstances. We also await more detail on the definitions included under ‘significant control’.

Another fairly controversial change is the prohibition of corporate directors from October 2015. The inclusion of this ban is thought to be to restrict the use of corporate structures to hide illegal activity. If you currently have a corporate director you will be allowed a year to appoint replacement directors. The government accept that not all structures of this type are a cause for concern and we await confirmation whether a corporate director whose directors are all natural persons will be permitted.

Included within the other changes are the replacement of the annual return with an annual confirmations statement from April 2016, the prohibition of bearer shares from May 2015 (with a nine month transitional period for existing bearer shares) and the application of general directors duties to shadow directors from May 2015.

In additional to the amendments above there are specific changes to the rules surrounding the insolvency of companies and disqualification of directors. The law has been expanded allowing liquidators and administrators to take action against directors for acts like wrongful trading as well as widening the factors and jurisdiction on disqualifying directors for misconduct. It will also extend the window in which the Secretary of State can take action.

Companies House has said it will be making some changes in addition to updating for the new legal requirements. One such change is that they plan on updating the interface they use to make it more user friendly. In addition to this the current form based system is likely to be replaced by a more click to confirm process. Best of all Companies House Direct will be free of charge making it easier than ever to download information about companies. It does mean information about your company will be easy to obtain too.

If you would like to discuss this in further detail please contact your local Burgis & Bullock office on  0845 177 5500, or use our on-line contact form

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