The Companies Act 1985 (c. 6) is an
Act of the
Parliament of the United Kingdom of Great Britain and Northern Ireland, enacted in 1985, which enabled
companies
A company, abbreviated as co., is a legal entity representing an association of people, whether natural, legal or a mixture of both, with a specific objective. Company members share a common purpose and unite to achieve specific, declared ...
to be formed by registration, and set out the responsibilities of companies, their
directors and
secretaries. It has largely been superseded by the
Companies Act 2006
The Companies Act 2006 (c 46) is an Act of the Parliament of the United Kingdom which forms the primary source of UK company law.
The Act was brought into force in stages, with the final provision being commenced on 1 October 2009. It largel ...
.
The Act was a consolidation of various other pieces of company legislation, and was one component of the rules governing companies in
England and Wales
England and Wales () is one of the three legal jurisdictions of the United Kingdom. It covers the constituent countries England and Wales and was formed by the Laws in Wales Acts 1535 and 1542. The substantive law of the jurisdiction is ...
and in Scotland. A company will also be governed by its own
memorandum
A memorandum ( : memoranda; abbr: memo; from the Latin ''memorandum'', "(that) which is to be remembered") is a written message that is typically used in a professional setting. Commonly abbreviated "memo," these messages are usually brief and ...
and
articles of association
In corporate governance, a company's articles of association (AoA, called articles of incorporation in some jurisdictions) is a document which, along with the memorandum of association (in cases where it exists) form the company's constitu ...
.
Table A, which lays out default articles of association, was not included in the body of the Act, as it had been in all previous Companies Acts. Instead, it was introduced by
statutory instrument - the Companies (Tables A to F) Regulations 1985.
The Act applied only to companies
incorporated under it, or under earlier Companies Acts.
Sole traders,
partnerships,
limited liability partnership
A limited liability partnership (LLP) is a partnership in which some or all partners (depending on the jurisdiction) have limited liabilities. It therefore can exhibit elements of partnerships and corporations. In an LLP, each partner is not ...
s etc. were not governed by the Act.
Company law throughout the United Kingdom is now governed by the
Companies Act 2006
The Companies Act 2006 (c 46) is an Act of the Parliament of the United Kingdom which forms the primary source of UK company law.
The Act was brought into force in stages, with the final provision being commenced on 1 October 2009. It largel ...
, which received
Royal Assent
Royal assent is the method by which a monarch formally approves an act of the legislature, either directly or through an official acting on the monarch's behalf. In some jurisdictions, royal assent is equivalent to promulgation, while in othe ...
on 8 November 2006, and which was commenced in stages between then and 1 October 2009.
Certain aspects of the Companies Act 1985 have not been replaced by the Companies Act 2006, and they will remain in force:
* company investigations
* orders imposing restrictions on shares following an investigation
* Scottish floating charges and receivers.
BIS FAQ on what is left behind
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See also
*Companies Act
Companies Act (with its variations) is a stock short title used for legislation in Botswana, Hong Kong, India, Kenya, Malaysia, New Zealand, South Africa and the United Kingdom in relation to company law. The Bill for an Act with this sh ...
References
External links
*
{{UK legislation
1985 in Scotland
United Kingdom Acts of Parliament 1985
Acts of the Parliament of the United Kingdom concerning England and Wales
United Kingdom company law
Acts of the Parliament of the United Kingdom concerning Scotland