A total of 59 laws came into force across the UK today, changing regimes for running a company paying staff and more. We have summarised the ones that we think are most likely to affect OUT-LAW readers.
Company Law
Minimum age for company directors
With few exceptions, any directorship held by a person under the age of 16 will automatically come to an end on 1st October 2008. There will be no need to inform the Registrar of Companies although company records will have to be amended. If the company is left without a suitable director as a result of the change then at least one new director will need to be appointed to correct the position. Details at section 157 of The Companies Act.
Limited companies as sole directors
From today, limited companies are required to have at least one human director. The new rule will restrict a limited company from acting as the sole director for another limited company. However, for companies that had a sole corporate director on 8th November 2006, there is a grace period until 1st October 2010 for compliance. See: section 155 of The Companies Act.
Disclosure of trading information
There are new rules in force about the display of company names at multi-occupancy premises. See: Company name display rules will change in October, OUT-LAW News, 11/09/2008
The new rules also consolidate old ones on the mandatory disclosure of trading information for incorporated companies. There are also new provisions detailing the response period for written requests for information about inspecting company records.
See: The Companies (Trading Disclosures) Regulations 2008 or read further info from Business Link.
Reducing share capital for private companies
From today, a private company will be able to authorise a reduction of capital by passing a special resolution of its shareholders supported by a declaration of solvency from its directors. This method of reduction in capital will not be made available to public companies, which will still be required to use the Court-approved route. This is Chapter 10 of the Companies Act. See further information from Business Link.
Financial assistance for private companies
As of today, private companies can provide financial assistance to acquire their own shares. This effectively abolishes the requirement for a private company to undertake the 'whitewash' procedure (which required a directors' statutory declaration of solvency, an auditors' report and a special resolution of the company). However, where the private company has a public company subsidiary, the public company will not be afforded the benefit of this rule. See: Chapter 2 of the Companies Act.
Directors' duties
From today, company directors are under an express duty to avoid conflicts of interest.The new rule lets companies put provisions in their constitutions which allow for the prior approval of conflicts or potential conflicts. If a director complies with such provisions then he will be free of any liability for breach of the duty. The duty also extends to not accepting any benefits from third parties where there is any possibility of a conflict of interest arising. See: section 175 of the Companies Act.
Disclosure in annual returns for private and non-traded public companies
For annual returns with a 'made up date' on or after 1st October 2008, there is no longer a requirement to disclose the addresses of the shareholders of private and non-traded public companies.
A company that includes the address of shareholders where this is not necessary will have its annual return rejected by Companies house. The addresses of shareholders in publicly-traded companies who hold at least 5% of any share class will still need to be disclosed. See: The Companies Act 1985 (Annual Return) and Companies (Principal Business Activities) (Amendment) Regulations 2008
Company names adjudication procedure
As of today, a person has the right to object to the new Company Names Adjudicator if another company's name is too similar to a brand name in which they have built goodwill. This is explained in our OUT-LAW guide on The Company Names Adjudicator and our story, Brands gain new protection from opportunism from October, OUT-LAW News, 25/09/2008. The detail is at section 69 of the Companies Act.
Employment Law
Increase in National Minimum Wage
As of today, the minimum wage has increased from £5.52 to £5.73 for eligible workers aged 22 and over and from £4.60 to £4.77 for eligible workers aged 18–21. For eligible workers aged 16 and 17, the minimum wage increased from £3.40 to £3.53. See: The National Minimum Wage Regulations 1999 (Amendment) Regulations 2008
Employers' liability insurance
Employers are no longer be required to display their employers' liability insurance certificate in hard copy provided that an electronic copy is made available and is reasonably accessible to employees. See: Certificates of employers' liability insurance could go from staff kitchens to intranets, OUT-LAW News, 21/05/2008. For full details, see: The Employers’ Liability (Compulsory Insurance) (Amendment) Regulations 2008
Intellectual property law changes
Trade marks
As of today, the process of registering a trade mark has been streamlined so that applications are automatically open to challenge, or opposition, for two months instead of three. See: Trade mark owners will need greater vigilance from October, OUT-LAW News, 08/09/2008
Environmental Law
Hazardous Chemicals
Chemicals (Hazard Information and Packaging for Supply) Regulations 2002, known as CHIP, are amended today to introduce new labeling requirements for toxic substances as they are produced, stored, sold or transported. Further info from HSE.
Offshore Chemicals
From today, the current regulations which govern the licensing of offshore operators who currently process and discharge various chemicals at sea will be broadened to cover more activities. In addition to this, penalties for un-consented discharges will be made stricter. See further info from BERR.
Miscellaneous
Doorstep sellers
Consumers can now cancel contracts signed with door-to-door salesmen even when they have requested the visit to their home or office. See: Doorstep sellers must offer cancellation rights, even if invited to sell, OUT-LAW News, 17/09/2008
Consumer credit licensing
A new regime for the licensing of businesses which provide debt administration or credit information services entered into force today. Such businesses will now need to apply to the OFT for the relevant license if they wish to carry on providing these services. Carrying on the business without the appropriate license is likely to be a criminal offence. This is the The Consumer Credit Act 2006 (Commencement No. 3) Order 2007. More info from Business Link.
Credit and Hire Agreements
A new rule sets out the frequency and type of information that must be provided for consumers in statements and notices. See: The Consumer Credit (Information Requirements and Duration of Licences and Charges) (Amendment) Regulations 2008.
Changes in the energy performance certificates rules
Certain buildings must from today display in a prominent place a certificate indicating their energy efficiency on a scale from A (very efficient) to G (inefficient). Others only need to provide a certificate when the building is sold, built or rented. There is further information from Direct Gov.
