Reed Smith Client Alerts

Authors: Charles Jurd Samantha H. Roberts

The Small Business, Enterprise and Employment Act 2015 (the ‘Act’) received Royal Assent on 26 March 2015 and its implementation will change a number of aspects of company law over the next 18 months. In June, Reed Smith started a series of client alerts on the staggered implementation of the Act, reporting on the abolition of bearer shares (found here). This second edition in the series covers the upcoming changes due to take effect from 10 October 2015.

What is happening from 10 October 2015?

Directors’ date of birth

  • In an attempt to thwart identity theft, a director’s precise date of birth will be omitted from documents placed on the public register at Companies House. The month and year of birth will remain but the day will be removed.
  • Full dates of birth must still be provided to Companies House when appointing a director, but they will not be publicly available or searchable.
  • The information will not be removed from documents already appearing on the register on 10 October 2015.

Accelerated strike-off procedure

  • The time after which the Registrar can strike an entity off the register will be reduced from three months to two months after publication of the first Gazette notice.

Consent to act as director or secretary

  • The requirement for newly-appointed directors and secretaries to provide Companies House with confirmation of consent to their appointment will be removed.
  • Companies House will follow up with the new officer by writing to them, confirming that their appointment has been filed on the public register and explaining their statutory general duties to them.

What is coming up?

As noted above, the Act is being implemented in stages. Here are some key dates for your diary:

  • December 2015 – where a director’s details have been falsely used and false appointments have been made, or a company’s registered address is false, there will be a new and simpler process for removing this from the register.
  • 26 February 2015 – deadline for share warrants and bearer shares remaining in issue to be surrendered.
  • April 2016 – companies must start to maintain a ‘People with Significant Control’ register (commonly known as the ‘PSC register’).
  • June 2016 – ‘Check and Confirm’ will replace the need for annual returns, the disqualified directors’ regime will be updated and statements of capital will be simplified.
  • October 2016 – there will be a ban on corporate directors.

While these dates are correct at the time of publishing, they are subject to change. We will keep you informed with each edition in the series of our client alerts on the Act. However, do not hesitate to get in touch with your usual Reed Smith contact for an update at any time.


Client Alert 2015-273