If you are thinking about setting up a business, and need it done quickly and easily with no additional requirements, then this package is the perfect choice.
This package is a cheap and efficient way to begin business, and includes the provision of a registered office address in London for the duration of one year.
This package is a not expensive and efficient way to begin business, and includes the provision of a registered office address in London and a nominee secretary for the duration of one year.
This package is one of the most cost effective and the efficient way to start a UK company, which includes a registered office address in London, a nominee secretary, and a nominee director for the duration of one year.
E-quick*
£32.00
Economy
£82.00
Premier
£207.00
Deluxe
£557.00
Usefull links
Further information
Private company limited by shares
No Annual Charges
Private company limited by shares
Annual Fee From: £50.00
Private company limited by shares
Annual Fee From: £175.00
Private company limited by shares
Annual Fee From: £525.00
Usefull links
Further information
Private Company Limited by Shares:
A private company limited by shares in England and Wales must have at least one director, one shareholder, and may have a secretary.
You need at least one person to form this type of company. If there is only one director, and that director is a natural person in your company, that director can also act as the secretary.
A company must have at least one director who is a natural person. This requirement is met if the office of director is held by a natural person as a corporation sole or otherwise by virtue of an office.
You can register a sole director' company, if you are familiar with the secretaries duties and responsibilities, because all of them belongs to a sole director.
The directors and secretary of your company can also be shareholders.
The Companies Act imposes no restriction on the minimum age of company directors. However Companies House will actively discourage the appointment of anyone under the age of 16 from taking up a company directorship on the grounds that the individuals concerned may not fully understand the legal liabilities that go with the position and for the most part will not have the experience necessary to perform the duties of a company director.
Under the Companies Act 2006, there is no restriction on any or all of the members/shareholders being from an overseas country (i.e. outside the United Kingdom in terms of residency, domicile, citizenship, place of incorporation or all or any of those concepts).
There is no requirement for the officers of your company to be UK citizens or residents, nor for them to hold valid work permits.
Owning, or being an officer of a UK company does not, however, grant you any right to live or work in the UK if you are a foreign national.
Your company must have a registered office address within England or Wales; this is the official address of your company and will be on the public record as such.
Your company must hold its official company documents at its registered office address: its register of shareholders, and its constitutional documents.
So long as you maintain a registered office address in England or Wales, you can conduct your business from any place in the world: you do not have to run your business from your registered office address.
Coddan offers company formation, ready-made company registration for UK limited companies.
We offer electronic filing enterprises & registering corporation services. In addition to
business registrations, we offer trademark registration, shareholder agreements, toll-free
numbers, telephone answering, virtual office and company searches for UK limited companies.
You are an accountant for whom company establishment is a frequent activity or an individual
ordering your first company registrations. Start a company by incorporating or forming a LTD,
PLC or LLP at Coddan. Learn about incorporation & how to incorporate your business
online: register a business name, company registration, business registration numbers, company
house web filing - business name registration check. Whether you start-up online, register
London business or form a corporation Scotland, we can help you understand the business start-up
process for filing LTD United Kingdom.
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Incorporate or form an LLC – online: company registrar
United Kingdom, limited company formations & corporation registration, electronically LLC
online, very easy and informative. In addition to private companies Great Britain, we offer
trademark registration, shareholder agreements, 0870 numbers, telephone answering, virtual office and company searches for English companies. Information to help start,
grow or manage a small business. If you are starting a business Edinburgh or starting own business Northern Ireland, read our starting business Republic of Ireland guide.
Home business and small business training and ideas site to help you start Belfast, grow, and expand a home-based business or search for the work at home job right.
An outline of the general steps for incorporation in Great Britain, explaining how to incorporate your business Dublin, from choosing where to incorporate your business.
UK ready-made company formation services and company registrations online, our offices keep a stock of ready made companies, and would be happy to supply details on request.
We offer offshore ready-made companies in different jurisdictions, readymade offshore companies also called as offshore shelf companies, shelf off-shore companies for sale:
starting applying for a business name, business name registration partnership, grants for
starting a business and starting a business from home.
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Open company same-day and offshore setting-up services using our online starting-up service for
Limited Liability Company Offshore companies. Start enjoying the tax benefits and personal
liability protection that forming a corporation or Limited Liability Company (LLC) provides.
Offshore company incorporation, offshore checking and offshore saving accounts, offshore time
deposits, offshore mutual funds, offshore money market accounts and offshore asset protection
provided by Coddan. Company formations, limited company formations, electronic incorporations,
company formation agents, paperless company registrar, electronic companies filing, United
Kingdom limited company, setting corporation Ireland, business incorporation Scotland, open
company England, London company registration, electronic companies filing, British companies
registrars, business consultants, company law, public limited company, plc, international
companies, ltd, inc, limited liability, enterprise, organization, organization, tax, taxation,
England, firm, partnership, trade, profession, contractors, business, private limited company,
limited by shares, ready-made companies, readymade company, aged company, off the shelf
company, shelf companies list.
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Specializes in company registration and secretarial services.
Provides list of shelf company, services and cost quotation, business name registration,
company house direct, starting a business - sole trader business registration.
This is actually a pretty good reason to incorporate in Delaware or Nevada. In fact, you could
be a foreigner from Lebanon, never setting foot on American soil, form a Delaware corporation
and no one would know who you are! However, many states will require the owners and/or officers
and/or directors information while operating in that state (as a foreign corp.). Besides,
how many small businesses require anonymity? Incorporate, incorporation, incorporating,
incorporation services, incorporating services, incorporate Wyoming business online,
incorporating Oregon business, New York LLC formation, Louisiana limited liability corporation,
Texas articles of incorporation, Florida company incorporation, California non profit
corporation, corporate name search offshore, BVI corporate name availability, Seychelles
corporate name registration.
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Learn about incorporation services UK and incorporate London
online: starting your own business, business ideas, starting a business on ebay or buying a
business with legal requirements for starting a business. Online England company formations,
online company London W1 formation, Glasgow formation agent, Liverpool formations agent,
Scottish companies house, forming a company Scotland, starting a business Wales, form a
limited company Oxford, United Kingdom business registration agents, online Great Britain
company registration. E-Business, small business, business structures defined: the limited
liability company business structures defined: the limited liability company IRS treatment of
the one-member LLC. An LLC with only one member / owner is automatically considered to be a
sole proprietorship unless an election is made to be treated as a corporation. Thus, the sole
member of an LLC will file (Form 1040), (U.S. Individual Income Tax Return), ideas for starting
a business, grants for starting a business, starting a business from home, starting your own
business - business ideas, starting a business on ebay, buying a business: legal requirements
for starting a business, ideas for starting a business.
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A business may be conducted by a company
as an entity in its own right and comes into existence by incorporation under companies
legislation which also regulates the running of the company and sets out the duties of its
officers. In recent years trading trusts have been commonly used as the structure for carrying
on a business with their main objective of tax minimization. A trust requires a trustee to act
on behalf of a trust and it has been preferable to have a company newly incorporated to act as
the trustee as it is believed that this limits the liability of the trust to the paid-up capital
of the Trustee Company. A trust is formed by a gift or settlement being made to the trustee on
behalf of the, as yet unformed, trust. A solicitor draws up a Trust Deed setting out the powers
and formalizing the administration of the trust. The trust has beneficiaries rather than
shareholders as in a company, who are entitled to distributions of capital and/or income and
these distributions, are controlled by the trustee.
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The distribution made to beneficiaries are
subject to income tax as part of their personal income and are liable for provisional tax on
these distributions. Citizens and residents of other countries may incorporate in the United
Kingdom through the standard incorporation procedures set forth by each state. Provides UK
company formations, trademark registration, registered office facilities and company secretary
services. Professional company formation, register your company online, we may establish new
business at one day. An online guide to starting up and expanding your business.
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This is one of our most popular packages with worldwide customers, and includes: -
EQUICK-4 zvezdy :-****
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Our Deluxe package is a fast and easy option, it is ideal for the UK, EU, and international small to medium businesses who wish to appoint a nominee director and a nominee secretary in order to maintain the anonymity of the real owner, and it includes: -
Incorporation of your company from scratch using one of our registered office addresses in London, our nominee director and nominee secretary. We can appoint your own candidate(s) to the role of shareholder(s), or you can appoint a nominee sharholder provided by Coddan;
The standard capital on formation is £1.00, this is divided into 1.00 ordinary share valued at £1.00 (a minimum of one share must be issued);
The formation of a limited company usually takes as little as four to six hours from the time that your application and payment are received by Coddan;
The government fee for incorporation is included in the price of this package;
The provision of a registered office address for 12 months is included in the price of this package (our registered office address service is charged annually);
The provision of a nominee secretary for 12 months is included in the price of this package (our nominee secretary service is charged annually);
The provision of a nominee director for 12 months is also included in the price of this package (our nominee director service is charged annually);
The following two hard bound copies of corporate documents, will be send by post to you upon formation of your private limited company: -
A laminated copy of the certificate of incorporation of your company;
A hard bound copy of the memorandum and articles of association;
A hard bound copy of the minutes of the first meeting of directors;
Share certificates, and your company register;
The general power of attorney signed by a nominee director;
Pre-signed, undated resignation letter from a nominee director;
The agreement for the provision of nominee service and indemnification of nominee.
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This is our most popular package with the UK residents, and includes: -
The registration of your company from scratch using your own registered office address,
and appoint your own candidates to the roles of director, secretary (if needed), and shareholder;
The standard capital on formation is £1.00, this is divided into 1.00 ordinary share valued at £1.00 (a minimum of one share must be issued);
The formation of a limited company usually takes as little as four to six hours from the time that your application and payment are received by Coddan;
The government fee for incorporation is included in the price of this package;
The following documents, which need to be printed and signed, will be e-mailed to you upon formation of your company: -
A certificate of incorporation (requires PDF file reader);
The memorandum & articles of association (requires PDF file reader);
The first meeting of the board of directors (requires PDF file reader);
Share certificates and a company register (requires PDF file reader).
*If you do not have an a valid address in the UK, which can be used as the registered office address for your company, please check our Economy package. The non-UK address cannot be acceptable as the office address for the UK company.
This is our most popular package with the UK and EU residents, and includes: -
The registration your company from scratch using one of our registered office addresses, and appoint your own candidates to the roles of director, secretary (if needed), and shareholder;
The standard capital on formation is £1.00, this is divided into 1.00 ordinary share valued at £1.00 (a minimum of one share must be issued);
The formation of a limited company usually takes as little as four to six hours from the time that your application and payment are received by Coddan;
The government fee for incorporation is included in the price of this package;
The provision of a registered office address for 12 months is also included in the price of this package (our registered office address service is charged annually);
The following documents, which need to be printed and signed, will be e-mailed to you upon formation of your company: -
A certificate of incorporation (requires PDF file reader);
The memorandum & articles of association (requires PDF file reader);
The first meeting of the board of directors (requires PDF file reader);
Share certificates and a company register (requires PDF file reader).
This is another one very popular package with worldwide customers, and includes: -
The formation of a company limited by guarantee usually takes as little as five to seven working days from the time that your application and payment are received by Coddan;
The incorporation your BVI company limited by guarantee from scratch using our registered agent & registered office address, and appoint your own candidate to the role of a members;
The government and initiation fees for incorporation are included in the price of this package;
The search for a company name availability, confirmation, and reservation;
An original certificate of incorporation
A hard bound copy of the memorandum & articles of association
The preparation and submission of the memorandum and articles of association;
A local registered office address and a local registered agent for 12 months are included in the price of this package (our registered agent & office address service are charged annually);
The provision of a nominee director for one year is also included in the price of this package (our nominee director service is charged annually);
To receive an original of the certificate of incorporation from the Companies Registrar usually takes as little as two to three days from the time of incorporation.
The following hard bound copy of corporate documents, will be posted to you upon formation of your company limited by guarantee: -
An original certificate of incorporation;
A hard bound copy of the memorandum and articles of association;
The minutes of the first meeting of the board of directors;
A completed register of directors and members;
An elegant printed membership certificates;
A pliers seal.
The general power of attorney signed by a nominee director (additional fee applies);
Pre-signed, undated resignation letter from a nominee director;
The agreement for the provision of a nominee service and indemnification of nominee.
This is our most popular package with international customers, and includes: -
The formation of a company limited by guarantee usually takes as little as five to seven working days from the time that your application and payment are received by Coddan;
The registration your BVI company limited by guarantee from scratch using our registered agent & registered office address, and appoint our own candidates to the role of a nominee director and a nominee member;
The government and initiation fees for incorporation are included in the price of this package;
The search for a company name availability, confirmation, and reservation;
The preparation and submission of the memorandum and articles of association;
A local registered office address and a local registered agent for one year are included in the price of this package (our registered agent & office address service are charged annually);
The provision of a nominee director for 12 months is included in the price of this package (our nominee director service is charged annually);
A completed register of directors and members
The provision of a nominee member for 12 months is also included in the price of this package (our nominee member service is charged annually);
To receive an original of the certificate of incorporation from the Companies Registrar usually takes as little as two to three days from the time of incorporation.
The following hard bound copy of corporate documents, will be posted to you upon formation of your company limited by guarantee: -
An original certificate of incorporation;
A hard bound copy of the memorandum and articles of association;
The minutes of the first meeting of the board of directors;
A completed register of directors and members;
An elegant printed membership certificates;
A pliers seal.
Pre-signed, undated letters of resignation from a nominee director and a nominee member;
A general power of attorney signed by a nominee director (additional fee applies);
A declaration of trust from a nominee member;
An indemnity letter for the power of attorney;
A nominee agreement which provides for the indemnification of the nominees.
This is another one of our most popular packages for small and medium size businesses, such as those being run by a sole director from home, and for companies owned by overseas residents who still need a local registered office address, but would rather not open a local office in the UK;
This package is often chosen by such customers, who are looking to minimise a sole director' personal liability (and who are not quite familiar with the UK corporate legislation), because this package includes thye provision of a nominee secretary for 12 months. This package is also includes: -
The registration your company from scratch using one of our registered office addresses, and appoint your own candidates to the roles of director, and shareholder;
The standard capital on formation is £1.00, this is divided into 1.00 ordinary share valued at £1.00 (a minimum of one share must be issued);
The formation of a limited company usually takes as little as four to six hours from the time that your application and payment are received by Coddan;
The government fee for incorporation is included in the price of this package;
The provision of a registered office address for 12 months is included in the price of this package (our registered office address service is charged annually);
The provision of a nominee secretary for 12 months is also included in the price of this package (our nominee secretary service is charged annually);
The following hard bound copy of the corporate documents, will be send by post to you, upon formation of your private limited company: -
A laminated copy of the certificate of incorporation of your company;
A hard bound copy of the memorandum and articles of association;
A hard bound copy of the minutes of the first meeting of directors;
Share certificates, and your company register.
This is another one very popular package with worldwide customers, and includes: -
The formation of a limited partnership usually takes as little as five to seven working days from the time that your application and payment are received by Coddan;
The incorporation your BVI offshore limited partnership from scratch using our registered agent & registered office address, and appoint your own candidate to the role of a general partner;
The government and initiation fees for registration are included in the price of this package;
The search for a limited partnership name availability, confirmation, and reservation;
The preparation and submission of the partnership agreement;
A local registered office address and a local registered agent for 12 months are included in the price of this package (our registered agent & office address service are charged annually);
The provision of a nominee limited partner for one year is also included in the price of this package (our nominee limited partner service is charged annually);
To receive an original of the certificate of incorporation from the Companies Registrar usually takes as little as two to three days from the time of incorporation.
The following hard bound copy of corporate documents, will be posted to you upon formation of your offshore company: -
An original certificate of incorporation;
A hard bound copy of the partnership agreement;
The minutes of the first meeting of the board of partners;
A completed register of partners;
An elegant printed membership certificates;
A pliers seal;
The general power of attorney signed by a nominee limited partner (additional fee applies);
Pre-signed, undated resignation letter from a nominee limited partner;
The agreement for the provision of a nominee service and indemnification of nominee.
This is our most popular package with international customers, and includes: -
This is our most popular package with international customers, and includes: -
ADMINISTRATION: MINOR AND CONSEQUENTIAL AMENDMENTS
General
1
In any instrument made before section 248(1) to (3) of this Act comes into force-
(a) a reference to the making of an administration order shall be treated as including a reference to the appointment of an administrator under paragraph 14 or 22 of Schedule B1 to the Insolvency Act 1986 (c. 45) (inserted by section 248(2) of this Act), and
(b) a reference to making an application for an administration order by petition shall be treated as including a reference to making an administration application under that Schedule, appointing an administrator under paragraph 14 or 22 of that Schedule or giving notice under paragraph 15 or 26 of that Schedule.
Magistrates' Courts Act 1980 (c. 43)
2
In section 87A(1) of the Magistrates' Court Act 1980 (fine imposed on company) for "section 9 or 124 of the Insolvency Act 1986" substitute "section 124 of, or paragraph 12 of Schedule B1 to, the Insolvency Act 1986".
Companies Act 1985 (c. 6)
3
The Companies Act 1985 shall be amended as follows.
4
In section 225 (alteration of accounting reference date)-
(a) in subsection (4) for "an administration order is in force" substitute "the company is in administration", and
(b) in subsection (6) for "An accounting reference period may not in any case, unless an administration order is in force" substitute "A company's accounting reference period may not in any case, unless the company is in administration".
5
In section 425(1) (power of company to compromise) for "an administration order being in force in relation to a company" substitute "in administration".
6
In section 427A(3) (mergers and divisions of public companies) for "an administration order being in force in relation to the company" substitute "where the company is in administration".
7
In section 652B(3) (duty when applying to strike off defunct company) for paragraph (c) substitute-
"(c) the company is in administration under Part II of that Act;
(ca) an application to the court for an administration order in respect of the company has been made and not finally dealt with or withdrawn;
(cb) a copy of notice of intention to appoint an administrator of the company under paragraph 14 of Schedule B1 to that Act has been filed with the court and neither of the events mentioned in paragraph 44(2)(a) and (b) of that Schedule has occurred;
(cc) a copy of notice of intention to appoint an administrator of the company under paragraph 22 of that Schedule has been filed with the court and neither of the events mentioned in paragraph 44(4)(a) and (b) of that Schedule has occurred;".
8
In section 652C(4) (director's duty following application to strike off defunct company) for paragraph (d) substitute-
"(d) an application to the court for an administration order in respect of the company is made under paragraph 12 of Schedule B1 to that Act;
(da) an administrator is appointed in respect of the company under paragraph 14 or 22 of that Schedule;
(db) a copy of notice of intention to appoint an administrator of the company under paragraph 14 or 22 of that Schedule is filed with the court;".
Insolvency Act 1986 (c. 45)
9
The Insolvency Act 1986 shall be amended as follows.
10
In section 1 (proposal for company voluntary arrangement)-
(a) in subsection (1) for "(other than one for which an administration order is in force, or which is being wound up)" substitute "(other than one which is in administration or being wound up)", and
(b) in subsection (3) for paragraph (a) substitute-
"(a) where the company is in administration, by the administrator,".
11
In section 5(3) (approval of company voluntary arrangement)-
(a) for "an administration order is in force" substitute "is in administration", and
(b) for "discharge the administration order" substitute "provide for the appointment of the administrator to cease to have effect".
12
In section 6(2)(c) (challenge of decision in relation to company voluntary arrangement) for "an administration order is in force" substitute "is in administration".
13
In section 51 (power to appoint receiver: Scotland) after subsection (2) insert-
"(2A) Subsections (1) and (2) are subject to section 72A."
14
At the end of section 100 (creditors' voluntary winding up of company: appointment of liquidator) add-
"(4) The court shall grant an application under subsection (3) made by the holder of a qualifying floating charge in respect of the company's property (within the meaning of paragraph 14 of Schedule B1) unless the court thinks it right to refuse the application because of the particular circumstances of the case."
15
At the end of section 127 (winding-up: avoidance of property disposition) (which becomes subsection (1)) add-
"(2) This section has no effect in respect of anything done by an administrator of a company while a winding-up petition is suspended under paragraph 40 of Schedule B1."
16
After section 129(1) (commencement of winding up) insert-
"(1A) Where the court makes a winding-up order by virtue of paragraph 13(1)(e) of Schedule B1, the winding up is deemed to commence on the making of the order."
17
In section 140 (appointment by court of liquidator following administration or voluntary arrangement) for subsection (1) substitute-
"(1) Where a winding-up order is made immediately upon the appointment of an administrator ceasing to have effect, the court may appoint as liquidator of the company the person whose appointment as administrator has ceased to have effect."
18
In section 212 (misfeasance of officers)-
(a) in subsection (1)(b) omit ", administrator",
(b) in subsection (2) omit (in each place) "or administrator", and
(c) in subsection (4)-
(i) omit "or administrator", and
(ii) for "that person" substitute "he".
19
Section 230(1) (administrator to be qualified insolvency practitioner) shall cease to have effect.
20
In section 231(1) and (2) (appointment to office of two or more persons) omit the word "administrator,".
21
In section 232 (validity of office-holder's act) omit the word "administrator,".
22
In section 233 (utility supplies)-
(a) for subsection (1)(a) substitute-
"(a) the company enters administration,", and
(b) for subsection (4)(a) substitute-
"(a) the date on which the company entered administration".
23
For section 234(1)(a) (getting in the company's property) substitute-
"(a) the company enters administration,".
24
For section 235(4)(a) (co-operation with office-holder) substitute-
"(a) the date on which the company entered administration,".
25
For section 238(1)(a) (transactions at an undervalue: England and Wales) substitute-
"(a) the company enters administration,".
26
(1) Section 240 (relevant time for sections 238 and 239) shall be amended as follows.
(2) For subsection (1)(c) substitute-
"(c) in either case, at a time between the making of an administration application in respect of the company and the making of an administration order on that application, and
(d) in either case, at a time between the filing with the court of a copy of notice of intention to appoint an administrator under paragraph 14 or 22 of Schedule B1 and the making of an appointment under that paragraph."
(3) The word "and" after subsection (1)(b) shall cease to have effect.
(4) For subsection (3)(a), (aa) and (b) substitute-
"(a) in a case where section 238 or 239 applies by reason of an administrator of a company being appointed by administration order, the date on which the administration application is made,
(b) in a case where section 238 or 239 applies by reason of an administrator of a company being appointed under paragraph 14 or 22 of Schedule B1 following filing with the court of a copy of a notice of intention to appoint under that paragraph, the date on which the copy of the notice is filed,
(c) in a case where section 238 or 239 applies by reason of an administrator of a company being appointed otherwise than as mentioned in paragraph (a) or (b), the date on which the appointment takes effect,
(d) in a case where section 238 or 239 applies by reason of a company going into liquidation either following conversion of administration into winding up by virtue of Article 37 of the EC Regulation or at the time when the appointment of an administrator ceases to have effect, the date on which the company entered administration (or, if relevant, the date on which the application for the administration order was made or a copy of the notice of intention to appoint was filed), and
(e) in a case where section 238 or 239 applies by reason of a company going into liquidation at any other time, the date of the commencement of the winding up."
27
(1) Section 241 (order under section 238 or 239) shall be amended as follows.
(2) For subsection (3A) substitute-
"(3A) Where section 238 or 239 applies by reason of a company's entering administration, a person has notice of the relevant proceedings if he has notice that-
(a) an administration application has been made,
(b) an administration order has been made,
(c) a copy of a notice of intention to appoint an administrator under paragraph 14 or 22 of Schedule B1 has been filed, or
(d) notice of the appointment of an administrator has been filed under paragraph 18 or 29 of that Schedule."
(3) For subsection (3B) substitute-
"(3B) Where section 238 or 239 applies by reason of a company's going into liquidation at the time when the appointment of an administrator of the company ceases to have effect, a person has notice of the relevant proceedings if he has notice that-
(a) an administration application has been made,
(b) an administration order has been made,
(c) a copy of a notice of intention to appoint an administrator under paragraph 14 or 22 of Schedule B1 has been filed,
(d) notice of the appointment of an administrator has been filed under paragraph 18 or 29 of that Schedule, or
(e) the company has gone into liquidation."
28
(1) Section 242 (gratuitous alienations: Scotland) shall be amended as follows.
(2) In subsection (1)(b) for "an administration order is in force in relation to a company" substitute "a company enters administration".
(3) In subsection (3)(a)(ii) for "the administration order is made" substitute "the company enters administration".
29
(1) Section 243 (unfair preferences: Scotland) shall be amended as follows.
(2) In subsection (1) for "the making of an administration order in relation to the company" substitute "the company enters administration".
(3) In subsection (4)(b) for "in the case of an administration order" substitute "where the company has entered administration".
30
In section 244(2) (extortionate credit transaction) for "the day on which the administration order was made or (as the case may be) the company went into liquidation" substitute "the day on which the company entered administration or went into liquidation".
31
(1) Section 245 (avoidance of floating charge) shall be amended as follows.
(2) The word "or" after subsection (3)(b) shall cease to have effect.
(3) For subsection (3)(c) substitute-
"(c) in either case, at a time between the making of an administration application in respect of the company and the making of an administration order on that application, or
(d) in either case, at a time between the filing with the court of a copy of notice of intention to appoint an administrator under paragraph 14 or 22 of Schedule B1 and the making of an appointment under that paragraph."
(4) For subsection (5)(a) and (b) substitute-
"(a) in a case where this section applies by reason of an administrator of a company being appointed by administration order, the date on which the administration application is made,
(b) in a case where this section applies by reason of an administrator of a company being appointed under paragraph 14 or 22 of Schedule B1 following filing with the court of a copy of notice of intention to appoint under that paragraph, the date on which the copy of the notice is filed,
(c) in a case where this section applies by reason of an administrator of a company being appointed otherwise than as mentioned in paragraph (a) or (b), the date on which the appointment takes effect, and
(d) in a case where this section applies by reason of a company going into liquidation, the date of the commencement of the winding up."
32
For section 246(1)(a) (unenforceability of lien on records) substitute-
"(a) the company enters administration,".
33
(1) Section 247 (meaning of "insolvency" and "go into liquidation") shall be amended as follows.
(2) In subsection (1) for "the making of an administration order or the appointment of an administrative receiver" substitute "or the appointment of an administrator or administrative receiver".
(3) For subsection (3) substitute-
"(3) The reference to a resolution for voluntary winding up in subsection (2) includes a reference to a resolution which is deemed to occur by virtue of-
(a) paragraph 83(6)(b) of Schedule B1, or
(b) an order made following conversion of administration or a voluntary arrangement into winding up by virtue of Article 37 of the EC Regulation."
34
(1) Section 387 (preferential debts: "the relevant date") shall be amended as follows.
(2) In subsection (2) for paragraphs (a) and (b) substitute-
"(a) if the company is in administration, the date on which it entered administration, and
(b) if the company is not in administration, the date on which the voluntary arrangement takes effect."
(3) In subsection (3)-
(a) in paragraphs (a), (aa) and (ab) for "the date of the making of the administration order" substitute "the date on which the company entered administration",
(b) after paragraph (b) insert-
"(ba) if the case does not fall within paragraph (a), (aa), (ab) or (b) and the company is being wound up following administration pursuant to paragraph 83 of Schedule B1, the relevant date is the date on which the company entered administration;", and
(c) in paragraph (c) for "paragraph (a), (aa), (ab) or (b)" substitute "paragraph (a), (aa), (ab), (b) or (ba)".
(4) After subsection (3) insert-
"(3A) In relation to a company which is in administration (and to which no other provision of this section applies) the relevant date is the date on which the company enters administration."
35
In section 422 (power to apply first Group of Parts to banks, &c.) for subsection (1) substitute-
"(1) The Secretary of State may by order made with the concurrence of the Treasury and after consultation with the Financial Services Authority provide that specified provisions in the first Group of Parts shall apply with specified modifications in relation to any person who-
(a) has a liability in respect of a deposit which he accepted in accordance with the Banking Act 1979 (c. 37) or 1987 (c. 22), but
(b) does not have permission under Part IV of the Financial Services and Markets Act 2000 (c. 8) (regulated activities) to accept deposits.
(1A) Subsection (1)(b) shall be construed in accordance with-
(a) section 22 of the Financial Services and Markets Act 2000 (classes of regulated activity and categories of investment),
(b) any relevant order under that section, and
(c) Schedule 2 to that Act (regulated activities)."
36
In section 424(1)(a) (application for order in relation to transaction defrauding creditor) for "in relation to which an administration order is in force" substitute "is in administration".
37
(1) Schedule A1 (moratorium where directors propose voluntary arrangement) shall be amended as follows.
(2) In paragraph 4(1) (exclusion from eligibility for moratorium)-
(a) for paragraph (a) substitute-
"(a) the company is in administration,", and
(b) after paragraph (f) (and before the word "or") insert-
"(fa) an administrator appointed under paragraph 22 of Schedule B1 has held office in the period of 12 months ending with the date of filing,".
(3) In paragraph 12(1) (effect of moratorium on creditor) for paragraph (d) substitute-
"(d) no administration application may be made in respect of the company,
(da) no administrator of the company may be appointed under paragraph 14 or 22 of Schedule B1,".
(4) In paragraph 40 (challenge of directors' actions during moratorium) for sub-paragraph (7) substitute-
"(7) Sub-paragraph (8) applies where-
(a) the appointment of an administrator has effect in relation to the company and the appointment took effect before the moratorium came into force, or
(b) the company is being wound up in pursuance of a petition presented before the moratorium came into force.
(8) No application for an order under this paragraph may be made by a creditor or member of the company; but such an application may be made instead by the administrator or (as the case may be) the liquidator."
38
(1) Schedule 8 (scope of insolvency rules) shall be amended as follows.
(2) At the end of paragraph 2 (which becomes sub-paragraph (1)) add-
"(2) Rules made by virtue of this paragraph about the consequence of failure to comply with practice or procedure may, in particular, include provision about the termination of administration."
(3) In paragraph 10 (provision as to committees) for "section 26, 49, 68, 101, 141 or 142 of this Act" substitute "section 49, 68, 101, 141 or 142 of, or paragraph 57 of Schedule B1 to, this Act".
(4) After paragraph 14 insert-
"14A. Provision about the application of section 176A of this Act which may include, in particular-
(a) provision enabling a receiver to institute winding up proceedings;
(b) provision requiring a receiver to institute winding up proceedings."
(5) After paragraph 14A (inserted by sub-paragraph (4) above) insert-
"Administration
14B. Provision which-
(a) applies in relation to administration, with or without modifications, a provision of Parts IV to VII of this Act, or
(b) serves a purpose in relation to administration similar to a purpose that may be served by the rules in relation to winding up by virtue of a provision of this Schedule."
(6) In paragraph 29 (general provision) for "section 22, 47, 66, 131, 143(2) or 235 of this Act" substitute "section 47, 66, 131, 143(2) or 235 of, or paragraph 47 of Schedule B1 to, this Act".
39
(1) Schedule 10 (punishment of offences) shall be amended as follows.
(2) After the entries for Schedule A1 insert-
"Sch. B1, para. 18(7).
Making false statement in statutory declaration where administrator appointed by holder of floating charge.
1. On indictment. 2. Summary.
2 years, or a fine or both. 6 months, or the statutory maximum or both.
Sch. B1, para. 20.
Holder of floating charge failing to notify administrator or others of commencement of appointment.
1. On indictment. 2. Summary.
2 years, or a fine or both. 6 months, or the statutory maximum or both.
One-tenth of the statutory maximum.
Sch. B1, para. 27(4).
Making false statement in statutory declaration where appointment of administrator proposed by company or directors.
1. On indictment. 2. Summary.
2 years, or a fine or both. 6 months, or the statutory maximum or both.
Sch. B1, para. 29(7).
Making false statement in statutory declaration where administrator appointed by company or directors.
1. On indictment. 2. Summary.
2 years, or a fine or both. 6 months, or the statutory maximum or both.
Sch. B1, para. 32.
Company or directors failing to notify administrator or others of commencement of appointment.
1. On indictment. 2. Summary.
2 years, or a fine or both. 6 months, or the statutory maximum or both.
One-tenth of the statutory maximum.
Sch. B1, para. 45(2).
Administrator, company or officer failing to state in business document that administrator appointed.
Summary.
One-fifth of the statutory maximum.
Sch. B1, para. 46(9).
Administrator failing to give notice of his appointment.
Summary.
One-fifth of the statutory maximum.
One-fiftieth of the statutory maximum.
Sch. B1, para. 48(4).
Failing to comply with provisions about statement of affairs where administrator appointed.
1. On indictment. 2. Summary.
A fine. The statutory maximum.
One-tenth of the statutory maximum.
Sch. B1, para. 49(7).
Administrator failing to send out statement of his proposals.
Summary.
One-fifth of the statutory maximum.
One-fiftieth of the statutory maximum.
Sch. B1, para. 51(5).
Administrator failing to arrange initial creditors' meeting.
Summary.
One-fifth of the statutory maximum.
One-fiftieth of the statutory maximum.
Sch. B1, para. 53(3).
Administrator failing to report decision taken at initial creditors' meeting.
Summary.
One-fifth of the statutory maximum.
One-fiftieth of the statutory maximum.
Sch. B1, para. 54(7).
Administrator failing to report decision taken at creditors' meeting summoned to consider revised proposal.
Summary.
One-fifth of the statutory maximum.
One-fiftieth of the statutory maximum.
Sch. B1, para. 56(2).
Administrator failing to summon creditors' meeting.
Summary.
One-fifth of the statutory maximum.
One-fiftieth of the statutory maximum.
Sch. B1, para. 71(6).
Administrator failing to file court order enabling disposal of charged property.
Summary.
One-fifth of the statutory maximum.
One-fiftieth of the statutory maximum.
Sch. B1, para. 72(5).
Administrator failing to file court order enabling disposal of hire-purchase property.
Summary.
One-fifth of the statutory maximum.
One-fiftieth of the statutory maximum.
Sch. B1, para. 77(3).
Administrator failing to notify Registrar of Companies of automatic end of administration.
Summary.
One-fifth of the statutory maximum.
One-fiftieth of the statutory maximum.
Sch. B1, para. 78(6).
Administrator failing to give notice of extension by consent of term of office.
Summary.
One-fifth of the statutory maximum.
One-fiftieth of the statutory maximum.
Sch. B1, para. 80(6).
Administrator failing to give notice of termination of administration where objective achieved.
Summary.
One-fifth of the statutory maximum.
One-fiftieth of the statutory maximum.
Sch. B1, para. 84(9).
Administrator failing to comply with provisions where company moves to dissolution.
Summary.
One-fifth of the statutory maximum.
One-fiftieth of the statutory maximum.
Sch. B1, para. 86(3).
Administrator failing to notify Registrar of Companies where court terminates administration.
Summary.
One-fifth of the statutory maximum.
One-fiftieth of the statutory maximum.
Sch. B1, para. 89(3).
Administrator failing to give notice on ceasing to be qualified.
Summary.
One-fifth of the statutory maximum.
One-fiftieth of the statutory maximum."
(3) Omit the entries for the following provisions-
(a) section 12(2),
(b) section 15(8),
(c) section 18(5),
(d) section 21(3),
(e) section 22(6),
(f) section 23(3),
(g) section 24(7), and
(h) section 27(6).
Company Directors Disqualification Act 1986 (c. 46)
40
The Company Directors Disqualification Act 1986 shall be amended as follows.
41
In section 6 (duty of court to disqualify unfit director of insolvent company)-
(a) for subsection (2)(b) substitute-
"(b) the company enters administration,",
(b) for subsection (3)(c) substitute-
"(c) where neither paragraph (a) nor (b) applies but an administrator or administrative receiver has at any time been appointed in respect of the company in question, any court which has jurisdiction to wind it up.", and
(c) for subsection (3A)(b) substitute-
"(b) in a case within paragraph (c) of that subsection, to the appointment of the administrator or (as the case may be) administrative receiver."
42
In section 7(3) (duty of office-holder to report to Secretary of State) for paragraph (c) substitute-
"(c) in the case of a company which is in administration, the administrator,".
Companies Act 1989 (c. 40)
43
The Companies Act 1989 shall be amended as follows.
44
In section 158 (modification of insolvency law)-
(a) in subsection (3) for paragraph (b) substitute-
"(b) the application for an administration order or the presentation of a winding-up petition or the passing of a resolution for voluntary winding up,", and
(b) after subsection (3) insert-
"(3A) In subsection (3)(b) the reference to an application for an administration order shall be taken to include a reference to-
(a) in a case where an administrator is appointed under paragraph 14 or 22 of Schedule B1 to the Insolvency Act 1986 (appointment by floating charge holder, company or directors) following filing with the court of a copy of a notice of intention to appoint under that paragraph, the filing of the copy of the notice, and
(b) in a case where an administrator is appointed under either of those paragraphs without a copy of a notice of intention to appoint having been filed with the court, the appointment of the administrator."
45
In section 161(4) (disapplication of enactments to default proceedings) for "sections 10(1)(c), 11(3), 126, 128, 130, 185 or 285 of the Insolvency Act 1986" substitute "section 126, 128, 130, 185 or 285 of, or paragraph 42 or 43 (including paragraph 43(6) as applied by paragraph 44) of Schedule B1 to, the Insolvency Act 1986".
46
After section 167(1) (application by exchange or clearing house about taking default proceedings) insert-
"(1A) In subsection (1) a reference to an administration order shall be taken to include a reference to the appointment of an administrator under-
(a) paragraph 14 of Schedule B1 to the Insolvency Act 1986 (c.45) (appointment by holder of qualifying floating charge), or
(b) paragraph 22 of that Schedule (appointment by company or directors)."
47
(1) Section 175 (financial markets: administration) shall be amended as follows.
(2) For subsection (1) substitute-
"(1) The following provisions of Schedule B1 to the Insolvency Act 1986 (administration) do not apply in relation to a market charge-
(a) paragraph 43(2) and (3) (restriction on enforcement of security or repossession of goods) (including that provision as applied by paragraph 44 (interim moratorium)), and
(b) paragraphs 70, 71 and 72 (power of administrator to deal with charged or hire-purchase property).
(1A) Paragraph 41(2) of that Schedule (receiver to vacate office at request of administrator) does not apply to a receiver appointed under a market charge."
(3) In subsection (2) for "an administration order has been made or a petition for an administration order has been presented" substitute "the occurrence of an event to which subsection (2A) applies".
(4) After subsection (2) insert-
"(2A) This subsection applies to-
(a) making an administration application under paragraph 12 of Schedule B1 to the Insolvency Act 1986,
(b) appointing an administrator under paragraph 14 or 22 of that Schedule (appointment by floating charge holder, company or directors),
(c) filing with the court a copy of notice of intention to appoint an administrator under either of those paragraphs."
Coal Industry Act 1994 (c. 21)
48
(1) Section 36 of the Coal Industry Act 1994 (insolvency of licensed operator) shall be amended as follows.
(2) After subsection (2) insert-
"(2A) Where the administrator of a company which is or has been a licensed operator files a notice with the registrar of companies under paragraph 84(1) of Schedule B1 to the Insolvency Act 1986 (c. 45) (administration: moving to dissolution), he shall at the same time send a copy to the Authority."
(3) In subsection (3)-
(a) after "liquidator" insert "or administrator", and
(b) after "subsection (2)" insert "or (2A)".
Employment Rights Act 1996 (c. 18)
49
(1) The Employment Rights Act 1996 shall be amended as follows.
(2) In section 166(7) (application by employee for payment by Secretary of State)-
(a) in paragraph (a) omit "or an administration order", and
(b) after paragraph (a) insert-
"(aa) if the company is in administration for the purposes of the Insolvency Act 1986,".
(3) In section 183(3)(a) (insolvency of employer)-
(a) in paragraph (a) omit "or an administration order", and
(b) after paragraph (a) insert-
"(aa) if the company is in administration for the purposes of the Insolvency Act 1986,".
(4) Omit section 189(4) (transfer to Secretary of State of rights and remedies: priority of preferential debts).
Housing Act 1996 (c. 52)
50
The Housing Act 1996 shall be amended as follows.
51
At the end of section 40 (initial notice to be given to Housing Corporation or Housing for Wales) add-
"(7) Subsections (8) and (9) apply in relation to the reference in subsection (3) to applying for an administration order.
(8) In a case where an administrator is appointed under paragraph 14 or 22 of Schedule B1 to the Insolvency Act 1986 (appointment by floating charge holder, company or directors)-
(a) the reference includes a reference to appointing an administrator under that paragraph, and
(b) in respect of an appointment under either of those paragraphs the reference to the applicant shall be taken as a reference to the person making the appointment.
(9) In a case where a copy of a notice of intention to appoint an administrator under either of those paragraphs is filed with the court-
(a) the reference shall be taken to include a reference to the filing of the copy of the notice, and
(b) in respect of the filing of a copy of a notice of intention to appoint under either of those paragraphs the reference to the applicant shall be taken as a reference to the person giving the notice."
52
At the end of section 41 (further notice to be given to Housing Corporation or Housing for Wales) add-
"(6) In subsection (3)-
(a) the reference to the making of an administration order includes a reference to appointing an administrator under paragraph 14 or 22 of Schedule B1 to the Insolvency Act 1986 (administration), and
(b) in respect of an appointment under either of those paragraphs the reference to the applicant shall be taken as a reference to the person making the appointment."
Financial Services and Markets Act 2000 (c. 8)
53
The Financial Services and Markets Act 2000 shall be amended as follows.
54
(1) Section 215 (provision of Financial Services Compensation Scheme in relation to insolvency) shall be amended as follows.
(2) In subsection (3) for "presents a petition under section 9 of the 1986 Act or Article 22 of the 1989 Order" substitute "makes an administration application under Schedule B1 to the 1986 Act or presents a petition under Article 22 of the 1989 Order".
(3) After subsection (3) insert-
"(3A) In subsection (3) the reference to making an administration application includes a reference to-
(a) appointing an administrator under paragraph 14 or 22 of Schedule B1 to the 1986 Act, or
(b) filing with the court a copy of notice of intention to appoint an administrator under either of those paragraphs."
55
For section 359 (administration order) substitute-
"359
Administration order
(1) The Authority may make an administration application under Schedule B1 to the 1986 Act (or present a petition under Article 22 of the 1989 Order) in relation to a company or insolvent partnership which-
(a) is or has been an authorised person,
(b) is or has been an appointed representative, or
(c) is carrying on or has carried on a regulated activity in contravention of the general prohibition.
(2) Subsection (3) applies in relation to an administration application made (or a petition presented) by the Authority by virtue of this section.
(3) Any of the following shall be treated for the purpose of paragraph 11(a) of Schedule B1 to the 1986 Act (or Article 21(1)(a) of the 1989 Order) as unable to pay its debts-
(a) a company or partnership in default on an obligation to pay a sum due and payable under an agreement, and
(b) an authorised deposit taker in default on an obligation to pay a sum due and payable in respect of a relevant deposit.
(4) In this section-
"agreement" means an agreement the making or performance of which constitutes or is part of a regulated activity carried on by the company or partnership,
"authorised deposit taker" means a person with a Part IV permission to accept deposits (but not a person who has a Part IV permission to accept deposits only for the purpose of carrying on another regulated activity in accordance with that permission),
"company" means a company-
(a) in respect of which an administrator may be appointed under Schedule B1 to the 1986 Act, or
(b) to which Article 21 of the 1989 Order applies, and
"relevant deposit" shall, ignoring any restriction on the meaning of deposit arising from the identity of the person making the deposit, be construed in accordance with-
(a) section 22,
(b) any relevant order under that section, and
(c) Schedule 2.
(5) The definition of "authorised deposit taker" in subsection (4) shall be construed in accordance with-
(a) section 22,
(b) any relevant order under that section, and
(c) Schedule 2."
56
For section 361 (administrator to report to Authority) substitute-
"361
Administrator's duty to report to Authority
(1) This section applies where a company or partnership is-
(a) in administration within the meaning of Schedule B1 to the 1986 Act, or
(b) the subject of an administration order under Part III of the 1989 Order.
(2) If the administrator thinks that the company or partnership is carrying on or has carried on a regulated activity in contravention of the general prohibition, he must report to the Authority without delay.
(3) Subsection (2) does not apply where the administration arises out of an administration order made on an application made or petition presented by the Authority."
57
In section 362 (Financial Services Authority's right to participate in proceedings)-
(a) in subsection (1) for "presents a petition to the court under section 9 of the 1986 Act (or Article 22 of the 1989 Order)" substitute "makes an administration application under Schedule B1 to the 1986 Act (or presents a petition under Article 22 of the 1989 Order)",
(b) after subsection (1) insert-
"(1A) This section also applies in relation to-
(a) the appointment under paragraph 14 or 22 of Schedule B1 to the 1986 Act of an administrator of a company of a kind described in subsection (1)(a) to (c), or
(b) the filing with the court of a copy of notice of intention to appoint an administrator under either of those paragraphs.",
(c) in subsection (2)(a) for "petition" substitute "administration application or the petition",
(d) for subsection (4) substitute-
"(4) The Authority may apply to the court under paragraph 74 of Schedule B1 to the 1986 Act (or Article 39 of the 1989 Order).
(4A) In respect of an application under subsection (4)-
(a) paragraph 74(1)(a) and (b) shall have effect as if for the words "harm the interests of the applicant (whether alone or in common with some or all other members or creditors)" there were substituted the words "harm the interests of some or all members or creditors", and
(b) Article 39 of the 1989 Order shall have effect with the omission of the words "(including at least himself").", and
(e) in subsection (5)(b) for "section 26 of the 1986 Act" substitute "paragraph 57 of Schedule B1 to the 1986 Act".
58
After section 362 insert-
"362A
Administrator appointed by company or directors
(1) This section applies in relation to a company of a kind described in section 362(1)(a) to (c).
(2) An administrator of the company may not be appointed under paragraph 22 of Schedule B1 to the 1986 Act without the consent of the Authority.
(3) Consent under subsection (2)-
(a) must be in writing, and
(b) must be filed with the court along with the notice of intention to appoint under paragraph 27 of that Schedule.
(4) In a case where no notice of intention to appoint is required-
(a) subsection (3)(b) shall not apply, but
(b) consent under subsection (2) must accompany the notice of appointment filed under paragraph 29 of that Schedule."
59
In section 427A(3) (mergers and divisions of public companies) for "an administration order being in force in relation to the company" substitute "where the company is in administration".
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