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
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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 :-****
Pomeniat' sro4no. Eto economy4 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: -
1.(1) Section 4 of the Trading Stamps Act 1964 (terms to be implied on redemption of trading stamps) is amended as follows.
(2) In subsection (1)(a) and (b) for "warranty" there is substituted "term" and for subsection (1)(c) there is substituted
" (c) an implied term that the goods are of satisfactory quality."
(3) For subsections (2) and (3) there is substituted
"(2) For the purposes of paragraph (c) of subsection (1) of this section, goods are of satisfactory quality if they meet the standard that a reasonable person would regard as satisfactory, taking account of any description of the goods and all the other relevant circumstances.
(2A) For the purposes of that paragraph, the quality of goods includes their state and condition and the following (among others) are in appropriate cases aspects of the quality of goods
(a) fitness for all the purposes for which goods of the kind in question are commonly supplied,
(b) appearance and finish,
(c) freedom from minor defects,
(d) safety, and
(e) durability.
(2B) The term implied by that paragraph does not extend to any matter making the quality of goods unsatisfactory
(a) which is specifically drawn to the attention of the person obtaining the goods before or at the time of redemption, or
(b) where that person examines the goods before or at the time of redemption, which that examination ought to reveal.
(3) As regards England and Wales, the terms implied by subsection (1) of this section are warranties."
The Trading Stamps Act (Northern Ireland) 1965 (c. 6 (N.I.))
2.(1) Section 4 of the Trading Stamps Act (Northern Ireland) 1965 (warranties to be implied on redemption of trading stamps) is amended as follows.
(2) For subsection (1)(c) there is substituted
" (c) an implied warranty that the goods are of satisfactory quality."
(3) For subsection (2) there is substituted
"(2) For the purposes of paragraph (c) of subsection (1), goods are of satisfactory quality if they meet the standard that a reasonable person would regard as satisfactory, taking account of any description of the goods and all the other relevant circumstances.
(3) For the purposes of that paragraph, the quality of goods includes their state and condition and the following (among others) are in appropriate cases aspects of the quality of goods
(a) fitness for all the purposes for which goods of the kind in question are commonly supplied,
(b) appearance and finish,
(c) freedom from minor defects,
(d) safety, and
(e) durability.
(4) The warranty implied by that paragraph does not extend to any matter making the quality of goods unsatisfactory
(a) which is specifically drawn to the attention of the person obtaining the goods before or at the time of redemption, or
(b) where that person examines the goods before or at the time of redemption, which that examination ought to reveal.
"
The Uniform Laws on International Sales Act 1967 (c. 45)
3. In section 1 of the Uniform Laws on International Sales Act 1967 (application of Uniform Law on the International Sale of Goods) in subsection (4)(c) for "12 to 15" there is substituted "12 to 15B".
The Supply of Goods (Implied Terms) Act 1973 (c. 13)
4.(1) The Supply of Goods (Implied Terms) Act 1973 is amended as follows.
(2) In section 8 (implied terms as to title)
(a) for "condition" (in subsection (1)(a)) and for "warranty" (in subsections (1)(b), (2)(a) and (2)(b)) there is substituted "term" and
(b) at the end of that section there is inserted
"(3) As regards England and Wales and Northern Ireland, the term implied by subsection (1)(a) above is a condition and the terms implied by subsections (1)(b), (2)(a) and (2)(b) above are warranties."
(3) In section 9 (bailing or hiring by description)
(a) in subsection (1) for "condition" there is substituted "term" and
(b) after that subsection there is inserted
"(1A) As regards England and Wales and Northern Ireland, the term implied by subsection (1) above is a condition."
(4) In section 10 (implied undertakings as to quality or fitness)
(a) for subsection (2) there is substituted
"(2) Where the creditor bails or hires goods under a hire purchase agreement in the course of a business, there is an implied term that the goods supplied under the agreement are of satisfactory quality.
(2A) For the purposes of this Act, goods are of satisfactory quality if they meet the standard that a reasonable person would regard as satisfactory, taking account of any description of the goods, the price (if relevant) and all the other relevant circumstances.
(2B) For the purposes of this Act, the quality of goods includes their state and condition and the following (among others) are in appropriate cases aspects of the quality of goods
(a) fitness for all the purposes for which goods of the kind in question are commonly supplied,
(b) appearance and finish,
(c) freedom from minor defects,
(d) safety, and
(e) durability.
(2C) The term implied by subsection (2) above does not extend to any matter making the quality of goods unsatisfactory
(a) which is specifically drawn to the attention of the person to whom the goods are bailed or hired before the agreement is made,
(b) where that person examines the goods before the agreement is made, which that examination ought to reveal, or
(c) where the goods are bailed or hired by reference to a sample, which would have been apparent on a reasonable examination of the sample
"
;
(b) for "condition or warranty" (in subsections (1) and (4)) and for "condition" (in subsection (3)) there is substituted "term" and
(c) after subsection (6) there is inserted
"(7) As regards England and Wales and Northern Ireland, the terms implied by subsections (2) and (3) above are conditions."
(5) In section 11 (samples)
(a) at the beginning there is inserted "(1)"
(b) for "condition" there is substituted "term"
(c) in paragraph (c) for "rendering them unmerchantable" there is substituted "making their quality unsatisfactory" and
(d) at the end there is inserted
"(2) As regards England and Wales and Northern Ireland, the term implied by subsection (1) above is a condition."
(6) After that section there is inserted the following section
"Modification of remedies for breach of statutory condition in non-consumer cases.
11A. (1) Where in the case of a hire purchase agreement
(a) the person to whom goods are bailed would, apart from this subsection, have the right to reject them by reason of a breach on the part of the creditor of a term implied by section 9, 10 or 11(1)(a) or (c) above, but
(b) the breach is so slight that it would be unreasonable for him to reject them,
then, if the person to whom the goods are bailed does not deal as consumer, the breach is not to be treated as a breach of condition but may be treated as a breach of warranty.
(2) This section applies unless a contrary intention appears in, or is to be implied from, the agreement.
(3) It is for the creditor to show
(a) that a breach fell within subsection (1)(b) above, and
(b) that the person to whom the goods were bailed did not deal as consumer.
(4) The references in this section to dealing as consumer are to be construed in accordance with Part I of the [1977 c. 50.] Unfair Contract Terms Act 1977.
(5) This section does not apply to Scotland. "
(7) For section 12 (exclusion of implied terms and conditions) there is substituted the following section
"Exclusion of implied terms.
12. An express term does not negative a term implied by this Act unless inconsistent with it."
(8) After section 12 there is inserted the following section
"Remedies for breach of hire-purchase agreement as respects Scotland.
12A. (1) Where in a hire-purchase agreement the creditor is in breach of any term of the agreement (express or implied), the person to whom the goods are hired shall be entitled
(a) to claim damages, and
(b) if the breach is material, to reject any goods delivered under the agreement and treat it as repudiated.
(2) Where a hire-purchase agreement is a consumer contract, then, for the purposes of subsection (1) above, breach by the creditor of any term (express or implied)
(a) as to the quality of the goods or their fitness for a purpose,
(b) if the goods are, or are to be, hired by description, that the goods will correspond with the description,
(c) if the goods are, or are to be, hired by reference to a sample, that the bulk will correspond with the sample in quality,
shall be deemed to be a material breach.
(3) In subsection (2) above "consumer contract" has the same meaning as in section 25(1) of the [1977 c. 50.] Unfair Contract Terms Act 1977; and for the purposes of that subsection the onus of proving that a hire-purchase agreement is not to be regarded as a consumer contract shall lie on the creditor.
(4) This section applies to Scotland only. "
(9) In section 15 (supplementary)
(a) in subsection (1), the words from ""condition" and "warranty"" to "material to the agreement" are omitted;
(b) subsection (2) is omitted; and
(c) in subsection (4), for "condition or warranty" there is substituted "term".
5.(1) The Sale of Goods Act 1979 is amended as follows.
(2) In section 11 (when condition to be treated as warranty)
(a) for subsection (1) there is substituted
"(1) This section does not apply to Scotland."
; and
(b) subsection (5) is omitted.
(3) In section 12 (implied terms about title etc.)
(a) for "condition" (in subsection (1)) and for "warranty" (in subsections (2), (4) and (5)) there is substituted "term" and
(b) after subsection (5) there is inserted
"(5A) As regards England and Wales and Northern Ireland, the term implied by subsection (1) above is a condition and the terms implied by subsections (2), (4) and (5) above are warranties."
(4) In section 13 (sale by description)
(a) in subsection (1) for "condition" there is substituted "term" and
(b) after that subsection there is inserted
"(1A) As regards England and Wales and Northern Ireland, the term implied by subsection (1) above is a condition."
(5) In section 14 (implied terms about quality or fitness)
(a) for "condition or warranty" (in subsections (1) and (4)) and for "condition" (in subsection (3)) there is substituted "term" and
(b) for subsection (6) there is substituted
"(6) As regards England and Wales and Northern Ireland, the terms implied by subsections (2) and (3) above are conditions."
(6) In section 15 (sale by sample)
(a) in subsection (2), for "condition" there is substituted "term" and paragraph (b) is omitted; and
(b) for subsection (3) there is substituted
"(3) As regards England and Wales and Northern Ireland, the term implied by subsection (2) above is a condition."
(7) In section 53 (remedy for breach of warranty) for subsection (5) there is substituted
"(5) This section does not apply to Scotland."
(8) In section 55 (exclusion of implied terms) in subsection (2) for "condition or warranty" (in both places) there is substituted "term".
(9) In section 61 (interpretation)
(a) in subsection (1)
(i) after the definition of "buyer" there is inserted
""consumer contract" has the same meaning as in section 25(1) of the [1977 c. 50.] Unfair Contract Terms Act 1977; and for the purposes of this Act the onus of proving that a contract is not to be regarded as a consumer contract shall lie on the seller"
; and
(ii) the definition of "quality" is omitted;
(b) subsection (2) is omitted; and
(c) after subsection (5) there is inserted
"(5A) References in this Act to dealing as consumer are to be construed in accordance with Part I of the [1977 c. 50.] Unfair Contract Terms Act 1977; and, for the purposes of this Act, it is for a seller claiming that the buyer does not deal as consumer to show that he does not."
(10) For the heading "Conditions and warranties" that precedes sections 10 to 14 there is substituted the heading "Implied terms etc.".
6.(1) The Supply of Goods and Services Act 1982 is amended as follows.
(2) In section 1 (the contracts concerned), in subsections (1) and (3) after "Act" there is inserted "in its application to England and Wales and Northern Ireland".
(3) In section 4 (contracts for transfer: quality or fitness) for subsections (2) and (3) there is substituted
"(2) Where, under such a contract, the transferor transfers the property in goods in the course of a business, there is an implied condition that the goods supplied under the contract are of satisfactory quality.
(2A) For the purposes of this section and section 5 below, goods are of satisfactory quality if they meet the standard that a reasonable person would regard as satisfactory, taking account of any description of the goods, the price (if relevant) and all the other relevant circumstances.
(3) The condition implied by subsection (2) above does not extend to any matter making the quality of goods unsatisfactory
(a) which is specifically drawn to the transferee's attention before the contract is made,
(b) where the transferee examines the goods before the contract is made, which that examination ought to reveal, or
(c) where the property in the goods is transferred by reference to a sample, which would have been apparent on a reasonable examination of the sample.
"
; and subsection (9) is omitted.
(4) In section 5 (transfer by sample)
(a) in subsection (2)(c), for "rendering them unmerchantable" there is substituted "making their quality unsatisfactory" and
(b) subsection (3) is omitted.
(5) After section 5 there is inserted the following section
"Modification of remedies for breach of statutory condition in non-consumer cases.
5A. (1) Where in the case of a contract for the transfer of goods
(a) the transferee would, apart from this subsection, have the right to treat the contract as repudiated by reason of a breach on the part of the transferor of a term implied by section 3, 4 or 5(2)(a) or (c) above, but
(b) the breach is so slight that it would be unreasonable for him to do so,
then, if the transferee does not deal as consumer, the breach is not to be treated as a breach of condition but may be treated as a breach of warranty.
(2) This section applies unless a contrary intention appears in, or is to be implied from, the contract.
(3) It is for the transferor to show that a breach fell within subsection (1)(b) above. "
(6) In section 6 (the contracts concerned) in subsections (1) and (3) after "Act" there is inserted "in its application to England and Wales and Northern Ireland".
(7) In section 9 (contracts for hire: quality or fitness) for subsections (2) and (3) there is substituted
"(2) Where, under such a contract, the bailor bails goods in the course of a business, there is an implied condition that the goods supplied under the contract are of satisfactory quality.
(2A) For the purposes of this section and section 10 below, goods are of satisfactory quality if they meet the standard that a reasonable person would regard as satisfactory, taking account of any description of the goods, the consideration for the bailment (if relevant) and all the other relevant circumstances.
(3) The condition implied by subsection (2) above does not extend to any matter making the quality of goods unsatisfactory
(a) which is specifically drawn to the bailee's attention before the contract is made,
(b) where the bailee examines the goods before the contract is made, which that examination ought to reveal, or
(c) where the goods are bailed by reference to a sample, which would have been apparent on a reasonable examination of the sample.
"
; and subsection (9) is omitted.
(8) In section 10 (hire by sample)
(a) in subsection (2)(c), for "rendering them unmerchantable" there is substituted "making their quality unsatisfactory" and
(b) subsection (3) is omitted.
(9) After section 10 there is inserted the following section
"Modification of remedies for breach of statutory condition in non-consumer cases.
10A. (1) Where in the case of a contract for the hire of goods
(a) the bailee would, apart from this subsection, have the right to treat the contract as repudiated by reason of a breach on the part of the bailor of a term implied by section 8, 9 or 10(2)(a) or (c) above, but
(b) the breach is so slight that it would be unreasonable for him to do so,
then, if the bailee does not deal as consumer, the breach is not to be treated as a breach of condition but may be treated as a breach of warranty.
(2) This section applies unless a contrary intention appears in, or is to be implied from, the contract.
(3) It is for the bailor to show that a breach fell within subsection (1)(b) above. "
(10) In section 18 (interpretation) in subsection (1) the definition of "quality" is omitted and at the end of that section there is inserted
"(3) For the purposes of this Act, the quality of goods includes their state and condition and the following (among others) are in appropriate cases aspects of the quality of goods
(a) fitness for all the purposes for which goods of the kind in question are commonly supplied,
(b) appearance and finish,
(c) freedom from minor defects,
(d) safety, and
(e) durability.
(4) References in this Act to dealing as consumer are to be construed in accordance with Part I of the [1977 c. 50.] Unfair Contract Terms Act 1977; and, for the purposes of this Act, it is for the transferor or bailor claiming that the transferee or bailee does not deal as consumer to show that he does not."
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