At the start of the company a registration for that company is required. This may be done via Companies House, through the Registrar for UK based companies. It is a well-known fact that companies house register new company that intend to setup in the premises of England. It must also be known that the step of business registration UK may take place again if one intends to change the type of already running company. A company may have different forms. The Companies Act has defined the different types of companies. This article will discuss the different forms of companies. And their re-registration into any other form of the company.
Types of Companies
According to Companies Act 2006, the Section 3 defines the types of companies subjected to different liabilities.
One who wants to register limited company UK must know the definition of a limited company. A company may own limited shares or limited guarantee. However, the limit may be a result of some regulating articles in the constitution of company. In other words, the members have a limited liability. And the amount is determined by terms in the constitution of the company.
In an unlimited company, the shares of a company or the guarantee of that company is unlimited. The members have unlimited liabilities. Alternatively, it may be asked by the members to present all of their liabilities to the charger. According to Section 448 of Companies Act, there is no such compulsion on unlimited companies for the publication of their reports and accounts.
Subtypes of Limited Company
A limited company may have subtypes. That are the following:
Companies having Limited Shares
A company may have a limitation upon its shares. A member from such a company may not have to pay an amount that is greater than the leftover balance to be paid on his personal shares, to contribute in the payment of debts taken from the creditor.
Companies having Limited Guarantee
Any member belonging to a company limited by guarantee just pay for some contribution in the belongings of the company whenever a liquidation is ordered. The value of this grant is decided in the Articles of Association. A company limited by guarantee is generally created for some goals that are non-profit and of charitable nature.
Section 4 of Companies Act 2006 defines public companies as those companies in which certificate of incorporation mention their type as public. Moreover, all the requirements mentioned in Companies Act are fulfilled by the company for the registration process or for the re-registration process. The public companies requires at least 50000 pounds as the share capital as per subsection 761 and 763 of Companies Act 2006 and an equivalent amount may be given in the form of euro or sterling as per Section 763 of Companies Act 2006. A public can also have limited shares. In public companies, the shares can be sold out to public via advertisement as per Section 755 of Companies Act 2006. However, more regulations apply on such shares. The name of a public company may include “plc” at the end of the company’s name as per subsection 58ff. A public company requires a minimum of two directors as mentioned in Section 154.
According to Section 4 of Companies Act 2006, a simple definition for private companies is that they are the companies that are not public. The private companies may only get the allowance of taking decisions via written resolutions method as mentioned in subsection 288ff. A private company’s name may end with “Limited” per subsection 58ff. A private company may have to appoint just one director according to Section 154 of the same act.
A company may get registered again as any other form of company. For instance, a private company register as a public company or a limited may transform into an unlimited company. This can be done via the process of re-registration. And subsection 89ff of Companies Act 2006 allows this process.
Re-Registration Process According to Companies Act 1985
Companies Act of 1985 outlines the process of re-registration for any company in detail.
Regulations for Private Company Re-Registering as Public Company
Section 43 of Companies Act 1985 provides rules for re-registration:
Regulations for Public Company Re-Registering as Private Company
Section 53 deals with the re-registration of public company as private company. Just like the private company transformation into public company, the vice versa also requires a special resolution to be passed along with an application. The memorandum and articles should be amended as per requirements by the special resolution. Additionally, the following provisions are given by the company:
Regulations for Limited Company Re-Registering as Unlimited Company
A company that initially is a limited company and has to re-register as an unlimited company need to follow the rulings under Section 49:
Regulations for Unlimited Company Re-Registering as Limited Company
Any unlimited company that intends to transform into a limited company must follow the rulings provided by Section 51 of Companies Act 1985. The process for register limited company UK is as follows:
If all the required documents have been submitted to the Registrar and the Registrar finds nothing wrong with them, he may give his approval to the request of re-registration. After the approval, a certificate for re-registration may be issued to the company. As a consequence of the issuance of the certificate, the status of the company may be changed into the required status. The changes proposed in the memorandum and articles may become effective. The certificate will act as a proof that the company had fulfilled all the requirements outlined by the law and made the provision of all the relevant documents. It may also suggest that the company is fairly re-registered.
As companies house register new company, the re-registration can take place via the above mentioned processed. Therefore, if any company feels uncomfortable in managing and prospering under one form of the company can after certain steps transform into any other form of company. However, there are some restrictions and not every kind of transformation is possible. For instance, setting up a ltd company UK is not possible for a company that unlimited by type and is subjected to Section 49 of Companies Act 1985.