The Companies Act 2006 (c 46) is an Act

Act of Parliament

An Act of Parliament is a statute enacted as primary legislation by a national or sub-national parliament. In the Republic of Ireland the term Act of the Oireachtas is used, and in the United States the term Act of Congress is used.In Commonwealth countries, the term is used both in a narrow...

 of the Parliament of the United Kingdom

Parliament of the United Kingdom

The Parliament of the United Kingdom of Great Britain and Northern Ireland is the supreme legislative body in the United Kingdom, British Crown dependencies and British overseas territories, located in London...

 which forms the primary source of UK company law. It had the distinction of being the longest in British Parliamentary history: with 1,300 sections and covering nearly 700 pages, and containing 16 schedules (The list of contents is 59 pages long) but it has since been superseded, in that respect, by the Corporation Tax Act 2009

Corporation Tax Act 2009

The Corporation Tax Act 2009 is an Act of the Parliament of the United Kingdom. It restated certain legislation relating to corporation tax, with minor changes that were mainly intended "to clarify existing provisions, make them consistent or bring the law into line with well established...

.

The Act was brought into force in stages, with the final provision being commenced on 1 October 2009. It superseded the Companies Act 1985

Companies Act 1985

The Companies Act 1985 is an Act of the Parliament of the United Kingdom of Great Britain and Northern Ireland, enacted in 1985, which enabled companies to be formed by registration, and set out the responsibilities of companies, their directors and secretaries.The Act was a consolidation of...

.

The Act provides a comprehensive code of company law for the United Kingdom, and made changes to almost every facet of the law in relation to companies. The key provisions are:

• the Act codifies certain existing common law
  Common law
  Common law is law developed by judges through decisions of courts and similar tribunals rather than through legislative statutes or executive branch action...
  
   principles, such as those relating to directors' duties.
• it implements the European Union's
  European Union
  The European Union is an economic and political union of 27 independent member states which are located primarily in Europe. The EU traces its origins from the European Coal and Steel Community and the European Economic Community , formed by six countries in 1958...
  
   Takeover
  Takeover
  In business, a takeover is the purchase of one company by another . In the UK, the term refers to the acquisition of a public company whose shares are listed on a stock exchange, in contrast to the acquisition of a private company.- Friendly takeovers :Before a bidder makes an offer for another...
  
   and Transparency Obligations Directives
  European Union directive
  A directive is a legislative act of the European Union, which requires member states to achieve a particular result without dictating the means of achieving that result. It can be distinguished from regulations which are self-executing and do not require any implementing measures. Directives...
  
  .
• it introduces various new provisions for private and public companies
  Public company
  This is not the same as a Government-owned corporation.A public company or publicly traded company is a limited liability company that offers its securities for sale to the general public, typically through a stock exchange, or through market makers operating in over the counter markets...
  
  .
• it applies a single company law regime across the United Kingdom, replacing the two separate (if identical) systems for Great Britain and Northern Ireland.
• it otherwise amends or restates almost all of the Companies Act 1985 to varying degrees.

The Bill for the Act was first introduced to Parliament as "the Company Law Reform Bill" and was intended to make wide-ranging amendments to existing statutes. Lobbying from directors and the legal profession ensured that the Bill was changed into a consolidating Act, avoiding the need for cross-referencing between numerous statutes.

The reception of the Act by the legal professions in the United Kingdom has been slightly lukewarm. Concerns have been expressed that too much detail has been inserted to seek to cover every eventuality. Whereas a complete overhaul of company law was promised, the Act seems to leave much of the existing structure in place, and to simplify certain aspects only at the margins. In other areas, it is said to have complicated and obfuscated previously settled law and may make doing business more difficult for those operating small companies.

Implementation

A small portion of the Act came into effect on Royal Assent in November 2006. The first and second Commencement Orders then brought further provisions into force in January 2007 and April 2007. The implementation timetable for the remainder of the Act was announced in February 2007, by Margaret Hodge, Minister for Industry and the Regions. The third and fourth Commencement Orders brought a further tranche of provisions into force in October 2007, and the fifth, sixth and seventh in April and October 2008. The eighth commencement order, made in November 2008, brought the remainder of the Act into force with effect from October 2009.

The staggered timetable was intended to give companies sufficient time to prepare for the new regime under the Act, rather than implementing all 1,300 sections of the Act on one day.

Another reason for the staggered implementation is that, despite the Act's size, a great many sections provide for subsidiary legislation to be brought in by Secretary of State, which has taken time to draft.

Implementation of the Act is the responsibility of the Department for Business, Innovation and Skills

Department for Business, Innovation and Skills

The Department for Business, Innovation and Skills is a ministerial department of the United Kingdom Government created on 5 June 2009 by the merger of the Department for Innovation, Universities and Skills and the Department for Business, Enterprise and Regulatory Reform .-Ministers:The BIS...

.

Directors

The Act replaced and codified the principal common law and equitable duties of directors, but it does not purport to provide an exhaustive statement of their duties, and so it is likely that the common law duties survive in a reduced form. Traditional common law notions of corporate benefit

Corporate benefit

The interest of the company is a concept that the board of directors in corporations are in most legal systems required to use their powers for the commercial benefit of the company and its members...

 have been swept away, and the new emphasis is on corporate social responsibility

Corporate social responsibility

Corporate social responsibility is a form of corporate self-regulation integrated into a business model...

. The seven codified duties are as follows:

1. S171 to act within their powers - to abide by the terms of the company's memorandum and articles of association
   Constitutional documents
   In relation to artificial persons, the constitutional documents of the entity are the documents which define the existence of the entity and regulate the structure and control of the entity and its members...
   
    and decisions made by the shareholders;
2. S172 to promote the success of the company - directors must continue to act in a way that benefits the shareholders as a whole, but there is now an additional list of non-exhaustive factors to which the directors must have regard. This was one of the most controversial aspects of the new legislation at the drafting stage. These factors are:
   1. the long term consequences of decisions
   2. the interests of employees
   3. the need to foster the company's business relationships with suppliers, customers and others
   4. the impact on the community and the environment
      Environmental law
      Environmental law is a complex and interlocking body of treaties, conventions, statutes, regulations, and common law that operates to regulate the interaction of humanity and the natural environment, toward the purpose of reducing the impacts of human activity...
      
      
   5. the desire to maintain a reputation for high standards of business conduct
   6. the need to act fairly as between members
3. S173 to exercise independent judgment - directors must not fetter their discretion to act, other than pursuant to an agreement
   Contract
   A contract is an agreement entered into by two parties or more with the intention of creating a legal obligation, which may have elements in writing. Contracts can be made orally. The remedy for breach of contract can be "damages" or compensation of money. In equity, the remedy can be specific...
   
    entered into by the company or in a way authorised by the company's articles
   Articles of Association (law)
   The term articles of association of a company, or articles of incorporation, of an American or Canadian Company, are often simply referred to as articles . The Articles are a requirement for the establishment of a company under the law of India, the United Kingdom and many other countries...
   
   
4. S174 to exercise reasonable care, skill and diligence - this must be exercised to the standard expected of
   1. someone with the general knowledge, skill and experience reasonably expected of a person carrying out the functions of the director (the objective test) and also
   2. the actual knowledge, skill and experience of that particular director (the subjective test)
5. S175 to avoid conflicts of interest
   Conflict of interest
   A conflict of interest occurs when an individual or organization is involved in multiple interests, one of which could possibly corrupt the motivation for an act in the other....
   
   - methods for authorising such conflicts by either board or shareholder approval are also to be introduced
6. S176 not to accept benefits from third parties
7. S177 to declare an interest in a proposed transaction with the company - there are to be carve outs for matters that are not likely to give rise to a conflict of interest, or of which the directors are already aware. There will be an additional statutory obligations to declare interests in relation to existing transactions.

Although the changes to directors' duties were the most widely publicised (and controversial) feature of the legislation, the Act also affects directors in various other ways:

• S239 The shareholders' ability to ratify any conduct of a director (including breach of duty, negligence, default or breach of trust) is regulated by the statute, although S 239.7 leaves the door open for common law principles, previously the only guide on this. Under the Act, directors who are also shareholders, or persons connected to them, are not entitled to vote in relation to any ratification resolution concerning their actions.
• Existing restrictions on companies indemnifying
  Indemnity
  An indemnity is a sum paid by A to B by way of compensation for a particular loss suffered by B. The indemnitor may or may not be responsible for the loss suffered by the indemnitee...
  
   directors against certain liabilities were relaxed to permit indemnities by group companies to directors of corporate trustee
  Trustee
  Trustee is a legal term which, in its broadest sense, can refer to any person who holds property, authority, or a position of trust or responsibility for the benefit of another...
  
  s and occupational pension schemes
  Pension
  In general, a pension is an arrangement to provide people with an income when they are no longer earning a regular income from employment. Pensions should not be confused with severance pay; the former is paid in regular installments, while the latter is paid in one lump sum.The terms retirement...
  
  .
• SS261-3 The Act gave shareholders a statutory right to pursue claims against the directors for misfeasance on behalf of a company (a derivative action
  Derivative suit
  A shareholder derivative suit is a lawsuit brought by a shareholder on behalf of a corporation against a third party. Often, the third party is an insider of the corporation, such as an executive officer or director. Shareholder derivative suits are unique because under traditional corporate law,...
  
  ), although the shareholders need the consent of the court to proceed with such a claim.
• Certain transactions between the company and its directors which were previously prohibited by law have become lawful subject to the approval of shareholders (for example, loans from the company to its directors)
• The Act requires at least one director on the board of the company to be a natural person, although corporate directors are still permitted.
• The current age restriction of 70 for directors of public companies has been abolished. A new minimum age of 16 has been introduced for all directors who are natural persons (S157).
• Directors will have the option of providing Companies House
  Companies House
  Companies House is the United Kingdom Registrar of Companies and is an Executive Agency of the United Kingdom Government Department for Business, Innovation and Skills . All forms of companies are incorporated and registered with Companies House and file specific details as required by the...
  
   with an address for service, which will in future enable their home addresses to be kept on a separate register to which access will be restricted.

General provisions

The Act contains various provisions which affect all companies irrespective of their status:

• Company formation - the procedure for incorporating companies will be modernised to facilitate incorporation over the Internet
  Internet
  The Internet is a global system of interconnected computer networks that use the standard Internet protocol suite to serve billions of users worldwide...
  
  . It will become possible for a single person to form a public company.
• Constitutional documents - a company's articles of association will become its main constitutional document, and the company's memorandum
  Memorandum of Association
  The memorandum of association of a company, often simply called the memorandum , is the document that governs the relationship between the company and the outside...
  
   will be treated as part of its articles. New model articles for private companies to be made under the Act are intended to reflect better the way that small companies operate, and will replace the existing Table A
  Table A
  Table A in UK company law is the old name for to the Model Articles or default form of articles of association for companies limited by shares incorporated either in England and Wales or in Scotland before 1 October 2009 where the incorporators do not explicitly choose to use a modified form...
  
  . Existing companies will be permitted to adopt the new model articles in whole or in part.
• Corporate capacity
  Capacity (law)
  The capacity of both natural and legal persons determines whether they may make binding amendments to their rights, duties and obligations, such as getting married or merging, entering into contracts, making gifts, or writing a valid will...
  
  - under the new Act a company's capacity will be unlimited unless its articles specifically provide otherwise, thus greatly reducing the applicability of the ultra vires
  Ultra vires
  Ultra vires is a Latin phrase meaning literally "beyond the powers", although its standard legal translation and substitute is "beyond power". If an act requires legal authority and it is done with such authority, it is...
  
  doctrine to corporate law and removing the need for an excessively long objects clause in the Memorandum of Association
  Memorandum of Association
  The memorandum of association of a company, often simply called the memorandum , is the document that governs the relationship between the company and the outside...
  
  .
• Execution of documents - Formalities for execution as a deed
  Deed
  A deed is any legal instrument in writing which passes, or affirms or confirms something which passes, an interest, right, or property and that is signed, attested, delivered, and in some jurisdictions sealed...
  
   are to be further revised, so that a single director can execute a document as a deed on behalf of the company by a simple signature in the presence of a witness.
• Share capital
  Share capital
  Share capital or issued capital or capital stock refers to the portion of a company's equity that has been obtained by trading stock to a shareholder for cash or an equivalent item of capital value...
  
  - the requirement for an authorised share capital will be abolished. Companies will be able to redenominate their share capital from one currency to another without an order of the court.
• Distributions in kind - The Act addresses the current uncertainty in the law in relation to the transfer of non-cash assets by a company to a shareholder, and whether this should be treated as a distribution.
• Shareholder meetings - The Act enables shareholder meetings to be held more quickly. Special resolutions now require only 14 days' notice unless proposed at an AGM
  Annual general meeting
  An annual general meeting is a meeting that official bodies, and associations involving the public , are often required by law to hold...
  
  .
• Shareholder communications - The Act made it easier for companies to communicate electronically (e.g. by email or by website) with their shareholders by express agreement (which agreement can be obtained under the articles, or by the shareholder failing to indicate that they do not wish to communicate via the website, as well as by more conventional methods).
• Auditor's liability - auditors are now permitted to limit their liability
  Legal liability
  Legal liability is the legal bound obligation to pay debts.* In law a person is said to be legally liable when they are financially and legally responsible for something. Legal liability concerns both civil law and criminal law. See Strict liability. Under English law, with the passing of the Theft...
  
   for claims in negligence
  Negligence
  Negligence is a failure to exercise the care that a reasonably prudent person would exercise in like circumstances. The area of tort law known as negligence involves harm caused by carelessness, not intentional harm.According to Jay M...
  
  , breach of trust or breach of duty so long as:
  • the shareholders have approved the limitation in advance.
  • the court considers the limitation of liability to be 'fair and reasonable'

This change was made after intensive lobbying by the accounting profession in the United Kingdom.

• Company Names Adjudicator - Section 69 of the Act provides for the appointment of a Company Names Adjudicator. A Company Names Tribunal
  Company Names Tribunal
  The Company Names Tribunal was created on the 1st October 2008 in the United Kingdom and is a direct result of the coming into force of Section 69 of the Companies Act 2006...
  
   was established on 1 October 2008 through which the Company Names Adjudicator will administer his powers via the UK Intellectual Property Office under the tribunal. Section 69 has expanded the grounds under which any person can object to a conflicting company name registration under the Act.

Private companies

One of the more touted aspects of the new legislation was the simplification of the corporate regime for small privately held companies. A number of the changes brought about by the Act apply only to private companies. Significant changes include:

• Company secretaries - a private company no longer needs to appoint a company secretary
  Company secretary
  A company secretary is a senior position in a private company or public organisation, normally in the form of a managerial position or above. In the United States it is known as a corporate secretary....
  
  , but may do so if it wishes.
• Shareholders' written resolutions - the requirement for unanimity in shareholders' written resolutions was abolished, and the required majority is similar to that for shareholder meetings - a simple majority of the eligible shares for ordinary resolutions, or 75% for special resolutions.
• Abolition of AGMs - private companies are no longer required to hold Annual General Meetings, although they can elect to provide for them in their articles if they wish.
• Short notice of meetings - private companies can convene meetings at short notice where consent is given by holders of 90% by nominal value of shares carrying the right to vote.
• Allotment of shares - where private companies have only one class of shares, the directors will have unlimited authority to allot shares unless the articles otherwise provide.
• Financial assistance - the Act abolishes the prohibition on private companies providing financial assistance for the purchase of their own shares, and the related "whitewash" exemption procedure.
• Reduction of share capital - private companies will be able to reduce their share capital
  Share capital
  Share capital or issued capital or capital stock refers to the portion of a company's equity that has been obtained by trading stock to a shareholder for cash or an equivalent item of capital value...
  
   without the need to obtain a court order.
• Filing of accounts - the period in which accounts must be filed has been reduced from 10 months to 9 months from the financial year end.

Public and listed companies

The Act also seeks to promote greater shareholder involvement, and a number of new requirements are introduced for public companies, some of the provisions of which only apply to companies whose shares are listed on the main board of the London Stock Exchange

London Stock Exchange

The London Stock Exchange is a stock exchange located in the City of London within the United Kingdom. , the Exchange had a market capitalisation of US$3.7495 trillion, making it the fourth-largest stock exchange in the world by this measurement...

 (but, importantly, not to companies whose shares are listed on AIM

Alternative Investment Market

AIM is a sub-market of the London Stock Exchange, allowing smaller companies to float shares with a more flexible regulatory system than is applicable to the main market....

).

• Business review - the Act imposes additional requirements for companies listed on the main board of the LSE in their annual report and accounts. These now include:

1. main trends and factors likely to affect future development, performance and position of the business;
2. information on environmental matters, employees and social issues; and
3. information on contractual and other arrangements essential to the company's business.
   • AGM and accounts - main list companies will be required to hold their AGM and file accounts within 6 months of the end of the financial year. They will also be required to:
4. publish their annual report and accounts on their website;
5. disclose results of polled votes at general meetings on their website;
6. give certain minority shareholders the right to require independent scrutiny of any polled vote, the results of which must be published on the company's website.
   • Political donations and expenditure - the Act contains simplification and clarification of the existing provisions requiring shareholder approval for political donations and expenditure, and clarifies a number of grey areas (such as expenditure relating to trade union
     Trade union
     A trade union, trades union or labor union is an organization of workers that have banded together to achieve common goals such as better working conditions. The trade union, through its leadership, bargains with the employer on behalf of union members and negotiates labour contracts with...
     
     s).
   • Enfranchising indirect investors - nominee shareholders of main list companies will be able to nominate persons on behalf of whom they hold shares to receive copies of company communications and annual reports and accounts. All companies will also be able to include provisions in their articles to identify some other party to exercise additional rights of the shareholder. This is to address the concern that shares in publicly listed companies are frequently held in an intermediary's name, which makes it more difficult for the beneficial owners of the shares to exercise their rights as shareholder.
   • Voting by institutions - the Act empowers the government to introduce regulation
     Regulation
     Regulation is administrative legislation that constitutes or constrains rights and allocates responsibilities. It can be distinguished from primary legislation on the one hand and judge-made law on the other...
     
     s in the future that would require institutions to disclose how they have voted. The government has indicated it will only introduce such regulations after full consultation and if a voluntary disclosure scheme does not work.
   • Paperless share transfers - the Act gives the government power to make regulations requiring (as well as permitting) paper-free holding and transferring of shares in main list companies. Some law firm
     Law firm
     A law firm is a business entity formed by one or more lawyers to engage in the practice of law. The primary service rendered by a law firm is to advise clients about their legal rights and responsibilities, and to represent clients in civil or criminal cases, business transactions, and other...
     
     s have expressed reservations as to how paper-free holding and transfers would work in practice.
   • Transparency Obligations Directive - the Act brings into force the European Directive imposing obligations on main list companies in relation to financial reporting, disclosure of major acquisitions or disposals of its shares and the dissemination of information about the company to its shareholders and the public generally. The Act gives the Financial Services Authority
     Financial Services Authority
     The Financial Services Authority is a quasi-judicial body responsible for the regulation of the financial services industry in the United Kingdom. Its board is appointed by the Treasury and the organisation is structured as a company limited by guarantee and owned by the UK government. Its main...
     
      power to make rules to implement the requirements of the Directive, which would be implemented by way of changes to the existing Listing Rules and Disclosure Rules. The Act also introduces a statutory compensation scheme for misleading or inaccurate statements in reports.
   • Takeovers - the EU Takeover Directive was implemented by interim regulations in the United Kingdom in May 2006. The Act extends the statutory basis for the regulations in relation to certain matters, such as the statutory footing of the Takeover Panel, and the City Code on Takeovers and Mergers. It also extended the "minority sweep up" provisions which were introduced by an amendment to the Companies Act 1985, and addresses certain practical problems which had arisen in relation to their operation.

Contents

• Part 1 General introductory provisions, ss 1-6
• Part 2 Company formation
  Company formation
  Company formation is the term for the process of incorporation of a business in the UK. It is also sometimes referred to as company registration. Under UK company law and most international law a company or corporation is considered a separate entity to the people who own or operate the...
  
  , ss 7-16
• Part 3 A company's constitution, ss 17-38
• Part 4 A company's capacity and related matters, ss 39-52
• Part 5 A company's name, ss 53-85
• Part 6 A company's registered office, ss 86-88
• Part 7 Re-registration as a means of altering a company's status, ss 89-111
• Part 8 A company's members, ss 112-144
• Part 9 Exercise of members' rights, ss 145-153
• Part 10 A company's directors, ss 154-259
• Part 11 Derivative claims and proceedings by members, ss 260-269
• Part 12 Company secretaries, ss 270-280
• Part 13 Resolutions and meetings, ss 281-361
• Part 14 Control of political donations and expenditure, ss 362-379
• Part 15 Accounts and reports, ss 380-474
• Part 16 Audit
  Audit
  The general definition of an audit is an evaluation of a person, organization, system, process, enterprise, project or product. The term most commonly refers to audits in accounting, but similar concepts also exist in project management, quality management, and energy conservation.- Accounting...
  
  , ss 475-539
• Part 17 A company's share capital, ss 540-657
• Part 18 Acquisition by limited company of its own shares, ss 658-737
• Part 19 Debenture
  Debenture
  A debenture is a document that either creates a debt or acknowledges it. In corporate finance, the term is used for a medium- to long-term debt instrument used by large companies to borrow money. In some countries the term is used interchangeably with bond, loan stock or note...
  
  s, ss 738-754
• Part 20 Private and public companies, ss 755-767
• Part 21 Certification and transfer of securities, ss 768-790
• Part 22 Information about interests in a company's shares, ss 791-828
• Part 23 Distribution
  Distribution (economics)
  Distribution in economics refers to the way total output, income, or wealth is distributed among individuals or among the factors of production .. In general theory and the national income and product accounts, each unit of output corresponds to a unit of income...
  
  s, 829-853
• Part 24 A company's annual return, ss 854-859
• Part 25 Company charges, ss 860-894
• Part 26 Arrangements and reconstructions, ss 895-901
• Part 27 Mergers and divisions of public companies, ss 902-941
• Part 28 Takeover
  Takeover
  In business, a takeover is the purchase of one company by another . In the UK, the term refers to the acquisition of a public company whose shares are listed on a stock exchange, in contrast to the acquisition of a private company.- Friendly takeovers :Before a bidder makes an offer for another...
  
  s etc., ss 942-992
• Part 29 Fraudulent trading
  Fraudulent trading
  Fraudulent trading is an insolvency law concept, and in particular a UK insolvency law concept. It refers to a company that has carried on business with intent to defraud creditors.-Law:...
  
  , s 993
• Part 30 Protection of members against unfair prejudice, ss 994-999
• Part 31 Dissolution and restoration to the register, ss 1000-1035
• Part 32 Company investigations: amendments, ss 1035-1039
• Part 33 UK companies not formed under companies legislation, ss 1040-1043
• Part 34 Overseas companies, ss 1044-1059
• Part 35 The registrar of companies, ss 1060
• Part 36 Offences under the Companies Acts, ss 1121-1133
• Part 37 Companies: supplementary provisions, ss 1134-1157
• Part 38 Companies: interpretation, ss 1158-1174
• Part 39 Companies: minor amendments, ss 1175-1181
• Part 40 Company directors: foreign disqualification etc., ss 1182-1191
• Part 41 Business names, ss 1192-1208
• Part 42 Statutory auditor
  Statutory auditor
  A is an official found in Japanese kabushiki kaisha .Statutory auditors are elected by shareholders and hold a position in the hierarchy alongside the board of directors. A kabushiki kaisha must have at least one statutory auditor, unless the transfer of shares is restricted in the articles of...
  
  s, ss 1209-1264
• Part 43 Transparency obligations and related matters, ss 1265-1273
• Part 44 Miscellaneous provisions, ss 1274-1283
• Part 45 Northern Ireland ss 1284-1287
• Part 46 General and supplementary provisions, ss 1288-1292
• Part 47 Final provisions, ss 1298-1300
• Schedules 1-16

See also

• UK company law
• US corporate law
• German company law
  German company law
  German company law is an influential legal regime for companies in Germany. The primary form of company is the public company or Aktiengesellschaft . The private company with limited liability is known as a Gesellschaft mit beschränkte Haftung...
  
  
• European company law
  European company law
  European company law is an emerging field of legal scholarship, which concerns the formation, operation and insolvency of corporations within the European Union. There is presently no substantive European company law as such, although a host of minimum standards are applicable to companies...
  
  
• Companies Act
  Companies Act
  Companies Act is a stock short title used for legislation in the United Kingdom and South Africa relating to company law....
  
  
• Shareholder Rights Directive
  Shareholder Rights Directive
  The Shareholder Rights Directive sets out minimum requirements relating to the holding of meetings in the EU, where it is shareholders holding shares in companies on a regulated market.It replaced the First Company Law Directive .-Contents:...
  
   2007/36/EC

External links

• The Companies Act 2006, as amended from the National Archives.
• The Companies Act 2006, as originally enacted from the National Archives.
• Explanatory notes to the Companies Act 2006.
• Ministerial statement on Implementation timetable - 28 February 2007
• DTI announcement
• ICSA site on Companies Act