Companies (Audit, Investigations and Community Enterprise) Act 2004

[F1 54C. Ceasing to be a community interest company and becoming a charity: application and accompanying documents E+W+S

(1) An application to cease to be a community interest company and become a charity must be accompanied by—

(a) a copy of the special resolutions,

(b) a copy of the company’s articles as proposed to be amended, and

(c) the statement required by subsection (2).

(2) The statement required is—

(a) where the company is to become an English charity, a statement by the Charity Commission that, in its opinion, if the proposed changes take effect the company will be an English charity and will not be an exempt charity;

(b) where the company is to become a Scottish charity, a statement by the Scottish Charity Regulator that if the proposed changes take effect the company will be entered in the Scottish Charity Register;

(c) where the company is to become a Northern Ireland charity, a statement by the Commissioners of Her Majesty’s Revenue and Customs that the company has claimed exemption under [F2 a relevant provision of Part 11 of the Corporation Tax Act 2010].

(3) In subsection (2)(a) [F3 exempt charity” has the same meaning as in the Charities Act 2011 (see section 22 of that Act).]

[F4 (3A) For the purposes of subsection (2)(c) all the provisions of Part 11 of the Corporation Tax Act 2010 under which exemption may be claimed are relevant provisions except—

(a) section 480 (exemption for profits of small-scale trades), and

(b) section 481 (exemption from charges under provisions to which section 1173 applies).]

(4) On receiving an application to cease to be a community interest company and become a charity, together with the other documents required to accompany it, the registrar of companies must (instead of recording the documents and entering a new name on the register)—

(a) forward a copy of each of the documents to the Regulator, and

(b) retain the documents pending the Regulator’s decision.]

Textual Amendments

F1 Ss. 54-54C substituted for s. 54 (1.10.2009) by The Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009 (S.I. 2009/1941), art. 1(2), Sch. 1 para. 237(1) (with art. 10)

F2 Words in s. 54C(2)(c) substituted (with effect in accordance with s. 1184(1) of the amending Act) by Corporation Tax Act 2010 (c. 4), s. 1184(1), Sch. 1 para. 439(2) (with Sch. 2)

F3 Words in s. 54C(3) substituted (14.3.2012) by Charities Act 2011 (c. 25), s. 355, Sch. 7 para. 98 (with s. 20(2), Sch. 8)

F4 S. 54C(3A) inserted (with effect in accordance with s. 1184(1) of the amending Act) by Corporation Tax Act 2010 (c. 4), s. 1184(1), Sch. 1 para. 439(3) (with Sch. 2)

Modifications etc. (not altering text)

C1 Ss. 53-55 power to apply (with modifications) or disapply conferred (E.W.) (14.3.2012) by Charities Act 2011 (c. 25), ss. 234(2)(a), 355 (with s. 20(2), Sch. 8)