BIRR Legal Services provides a wide range of Company detail services. Please take a look at the following sections for more information.
Conversion of a Company
- Private Company to Community Interest Companies
- Public Company to Community Interest Companies
Community Interest Companies (CICS) are limited companies, with special additional features, created for the use of people who want to conduct a business or other activity for community benefit, and not purely for private advantage. Registration of a company as a CIC has to be approved by the Regulator who also has a continuing monitoring and enforcement role.
Change Company Registered Address
Any alteration in location of the registered office must be filed with the Registrar. Registering the change is not simply a question of legal compliance but also important in a practical sense. Companies should note that on notifying Companies House of a change of registered office, a 14 day period during which both old and new offices are valid for the service of notices is allowed.
BIRR offers a registered office facility. For more information please see the Registered Office Facility.
Change Company Name
A company can change its name by special resolution or means provided for by the company’s articles. Different procedures apply in the exceptional circumstance under which a company is required to change its name by Tribunal or a High Court decision. However each of the first two normal methods requires a specific notice/s and/or additional documents. It is important for a company to use the correct notice and complete the correct forms along with issuing ensuring resolutions and minutes have been taken and signed. If a company does not do so and failed to deliver the appropriate fee with the notice Companies House will reject the notice.
If all the documents are correct, Companies House will normally process the change of name within five working days of receipt.
BIRR can offer a ‘Same Day’ service for an additional fee. It is dependent upon all information being processed within a reasonable time, as Companies House will only process and recognise the name change upon receipt of all documents by 3pm.
Reserving a Company Name
This option is not available with Companies House or any other firm.
If you are a sole trader or a small partnership and have plans to grow and expand, Imagine the disaster you would face if you find that the name you have been trading under for the last X amount of years is not available? Or worse still someone else is trading with that name?
At BIRR we offer you the chance to reserve a company name from the day you decide to go Limited.
Reputation could be lost, business referrals missed and confusion and inconvenience is caused. Avoid this situation from ever arising.
By reserving a company name with BIRR we will automatically lock your name with Companies House and deal with all matters on an annual basis for an annual price, ensuring the day that your business wishes to become Limited the transaction is a smooth process all round.
Dissolving a Company
If a company needs to be dissolved for whatever reason then BIRR can arrange the situation with all members and directors of the company and will report the official situation with Companies House. It is vitally important the correct procedure is taken when dissolving a company, as Companies House have taken a more stern line in recent years with companies who have simply stopped trading and closed up shop. Not dissolving a company professionally may have ramifications especially for directors in the future.
Restoration of a Dissolved Company
If your company has been struck off or dissolved we can assist you having it restored to the register at Companies House.
At this often stressful time our experienced staff will work to restore your company quickly and sympathetically with minimum hassle.
- Prepare and serve the court application and affidavit reciting the circumstances leading to the dissolution.
- Prepare and lodge with the Registrar of Companies, all outstanding statutory returns as required by law.
- Attend Court to obtain the Restoration Order.
If you need to discuss your situation, please contact us directly.
Re-Registration (Same Day Service Available)
- Private Limited Company re-registering as a Public Company
- Private Limited Company re-registering as a Unlimited Company
- Public Company re-registering as a Private Limited Company
- Public Company re-registering as a Unlimited Company
- Unlimited Company re-registering as a Private Limited Company
- Unlimited Company re-registering as a Public Limited Company
Re-registration can only be effected if specifically provided for in the Companies Act.
There is no provision in the Act for a company limited by shares to be re-registered as one limited by guarantee or vice versa.
There is also a restriction reversing the process on a company which has previously changed from limited to unlimited, or vice versa.
On each re-registration the company retains its original company number and remains the same corporate identity. Re-registration will not affect any existing rights or obligations (other than those arising from the changed status and mentioned specifically).
Same Day Service: Re-registration can be completed on the same day. Please note that there will be a higher fee for such a service.
Preparing Dormant Accounts
If a company is dormant there is still a requirement for dormant accounts to be filed with Companies House. Dormant accounts differ from the normal procedure and information required with a live company.
Any agreement between member and member of the company or an agreement between members and the company should be officially documented. The reliance upon these documents may be more vital in the future than first expected.
Create Declaration of Trust for a Nominee Shareholder
BIRR can offer to create a Declaration of Trust for a Nominee Shareholder. An essential document when a Nominee Shareholder is in place.
Legal Procedures for Declaring Dividends
BIRR can take care of all the necessary steps in the process of declaring dividends from the company’s profit. Dividends can be paid by cheque or directly into a bank or building society account, all of which BIRR can formally assist with.
Creating and completing the standard comprehensive form of mandate, the company’s dividend warrant and the necessary tax voucher.
Documents and Agreements regarding governance of the Company
Documents regarding governance of a company are crucial for good business practice. The documents provide information for all parties concerned with the company and provide legal and detailed answers to any query. These documents provide peace of mind for the company directors and members and essential for evidence should a disagreement form within the company.
Example of documents available:
- Statement in accordance with the Cadbury Code requirements (Setting out details of frequency of board meetings, agendas, board composition and roles and responsibilities etc)
- Checklist for directors when appointing a new director to the company
- Checklist for newly appointed directors on joining a company
- Directors and Securities Employment Status
- Code of Ethics
- Proxy Information and Administration
- And many more
BIRR can offer to complete any agreement or document regarding governance of a company.
Please see our Company Searches section for a full list of the available company searches BIRR has to offer.
Creating / Maintaining / Altering Register of Members
BIRR can create, maintain or alter a companies register of members. Each time a new share is required to be allotted, the authority of the board is required and a record of the resolution to this effect should be entered in the minutes. Entries should also be made in the register of members, including details of the new shareholder(s) and their shareholding in the company. It is a legal requirement for every company to hold a register of members at the registered office or at single alternative inspection location that has been notified to companies house.
If a company is a single member company then the register should specify this and the register relating to the sole holding should bear the phrase: “this is a single member company”.
Creating / Maintaining / Altering Register of Transfer
The purchase and sale of shares involves a number of separate and distinct legal transactions. BIRR can assist in every step of the process and it is good business practice to record such transfers in the register.
Creating / Maintaining / Altering Register of Directors
Every company is required to keep a register of its directors. It must be kept at the registered office or at a single alternative inspection location that has been notified to Companies House. The register must also be made open to inspection to any member of the company without charge and to any other person on payment of the prescribed fee.
Creating / Maintaining / Altering Register of Secretaries
Section 270 of the CA 2006 made the appointment of a company secretary for a private company’s voluntary. However, all companies are still required to keep a register of secretaries in accordance with provisions in ss 275-279 of the CA 2006. If your company appoints or alters its secretary then BIRR can create or maintain the register.
Advice on Directors Responsibilities
Please see Business Services Section
Quarterly Company Specific Updates
Please see Business Services Section
Although many contracts require only a signature, possibly witnessed, some require the authority of the attachment of the SEAL to the document. If your company deals with businesses abroad it may be a legal requirement by their laws and therefore a necessity for your company to hold a SEAL. BIRR can arrange for your Companies SEAL to be created and delivered and storing details should you require a replacement or additional SEAL.