- Latest available (Revised)
- Original (As enacted)
Companies Act 2006, Section 1097A
is up to date with all changes known to be in force on or before 11 September 2024. There are changes that may be brought into force at a future date. Changes that have been made appear in the content and are referenced with annotations.
Revised legislation carried on this site may not be fully up to date. Changes and effects are recorded by our editorial team in lists which can be found in the ‘Changes to Legislation’ area. Where those effects have yet to be applied to the text of the legislation by the editorial team they are also listed alongside the legislation in the affected provisions. Use the ‘more’ link to open the changes and effects relevant to the provision you are viewing.
Whole provisions yet to be inserted into this Act (including any effects on those provisions):
[F2(1)The Secretary of State may by regulations make provision authorising or requiring the registrar to change the address of a company’s registered office if satisfied that it is not an appropriate address within the meaning given by section 86(2).
(1A)The regulations may authorise or require the address to be changed on the registrar’s own motion or on an application by another person.]
F3(2). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(3)The regulations may make provision as to—
(a)who may make an application,
(b)the information to be included in and documents to accompany an application,
[F4(ba)the registrar requiring the company or an applicant to provide information for the purposes of determining anything under the regulations,]
(c)the notice to be given of an application [F5or that the registrar is considering the exercise of powers under the regulations],
[F6(ca)the notice to be given of any decision under the regulations,]
(d)the period in which objections to an application may be made,
[F7(e)how the registrar is to determine whether a company’s registered office is at an appropriate address within the meaning given by section 86(2), including in particular the evidence, or descriptions of evidence, which the registrar may without further enquiry rely on to be satisfied that an address is an appropriate address,]
[F8(f)the referral by the registrar of any question for determination by the court,]
(g)the registrar requiring a company to provide an address to be the company's registered office,
(h)the nomination by the registrar of an address (a “default address”) to be the company's registered office [F9(which need not be an appropriate address within the meaning given by section 86(2))],
[F10(ha)the period for which a company is permitted to have the default address as its registered office,]
[F11(i)when the change of address takes effect and the consequences of registration of the change (including provision similar or corresponding to section 87(2)).]
F12(4). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
[F13(4A)Provision made by virtue of subsection (3)(ha) may in particular include—
(a)provision creating summary offences punishable with a fine not exceeding level 3 on the standard scale and, for continued contravention, a daily default fine not exceeding one-tenth of level 3 on the standard scale;
(b)provision—
(i)for the registrar to strike a company’s name off the register if the company does not change the address of its registered office from the default address, and
(ii)for the restoration of a company to the register, in such circumstances as may be prescribed, on an application made to the registrar or in pursuance of a court order.
(4B)The provision that may be made by virtue of subsection (4A) includes provision applying or writing out, in either case with or without modifications, any provision made by section 1000 or Chapter 3 of Part 31.
(4C)Regulations under this section may in particular confer a discretion on the registrar.]
(5)Provision made by virtue of subsection (3)(i) may in particular include provision, in relation to the registration of a default address—
(a)for the suspension, for up to 28 days beginning with the date on which it is registered, of duties of the company under this Act relating to the inspection of company records or to the provision, disclosure or display of information,
(b)that the default address may not be used for the purpose of keeping the company's registers, indexes or other documents,
(c)for there to be no requirement that documents delivered to the default address for the company must be opened,
(d)for the collection of such documents by the company, or the forwarding of such documents to the company,
(e)for the circumstances in which, and the period of time after which, such documents may be destroyed,
(f)about evidence, or descriptions of evidence, that the registrar may require a company to provide if giving notice to the registrar to change the address of its registered office from a default address.
[F14(6)The regulations must confer a right on a company to appeal to the court against any decision to change the address of its registered office under the regulations.
(6A)If the regulations enable a person to apply for a company’s registered office to be changed, they must also confer a right on the applicant to appeal to the court against a refusal of the application.]
(7)On an appeal, the court must direct the registrar to register such address as the registered office of the company as the court considers appropriate in all the circumstances of the case.
(8)The regulations may make further provision about an appeal and in particular—
(a)provision about the time within which an appeal must be brought and the grounds on which an appeal may be brought,
(b)provision for the suspension, pending the outcome of an appeal, of duties of the company under this Act relating to the inspection of company records or to the provision, disclosure or display of information,
(c)further provision about directions by virtue of subsection (7).
(9)The regulations may include such provision applying (including applying with modifications), amending or repealing an enactment contained in this Act as the Secretary of State considers necessary or expedient in consequence of any provision made by the regulations.
(10)Regulations under this section are subject to affirmative resolution procedure.]
Textual Amendments
F1S. 1097A inserted (26.5.2015) by Small Business, Enterprise and Employment Act 2015 (c. 26), ss. 99(1), 164(3)(h)(ii)
F2S. 1097A(1)(1A) substituted for s. 1097A(1) (26.10.2023 for specified purposes, 4.3.2024 in so far as not already in force) by Economic Crime and Corporate Transparency Act 2023 (c. 56), ss. 105(2), 219(1)(2)(b); S.I. 2024/269, reg. 2(z42)
F3S. 1097A(2) omitted (26.10.2023 for specified purposes, 4.3.2024 in so far as not already in force) by virtue of Economic Crime and Corporate Transparency Act 2023 (c. 56), ss. 105(3), 219(1)(2)(b); S.I. 2024/269, reg. 2(z42)
F4S. 1097A(3)(ba) inserted (26.10.2023 for specified purposes, 4.3.2024 in so far as not already in force) by Economic Crime and Corporate Transparency Act 2023 (c. 56), ss. 105(4)(a), 219(1)(2)(b); S.I. 2024/269, reg. 2(z42)
F5Words in s. 1097A(3)(c) substituted (26.10.2023 for specified purposes, 4.3.2024 in so far as not already in force) by Economic Crime and Corporate Transparency Act 2023 (c. 56), ss. 105(4)(b), 219(1)(2)(b); S.I. 2024/269, reg. 2(z42)
F6S. 1097A(3)(ca) inserted (26.10.2023 for specified purposes, 4.3.2024 in so far as not already in force) by Economic Crime and Corporate Transparency Act 2023 (c. 56), ss. 105(4)(c), 219(1)(2)(b); S.I. 2024/269, reg. 2(z42)
F7S. 1097A(3)(e) substituted (26.10.2023 for specified purposes, 4.3.2024 in so far as not already in force) by Economic Crime and Corporate Transparency Act 2023 (c. 56), ss. 105(4)(d), 219(1)(2)(b); S.I. 2024/269, reg. 2(z42)
F8S. 1097A(3)(f) substituted (26.10.2023 for specified purposes, 4.3.2024 in so far as not already in force) by Economic Crime and Corporate Transparency Act 2023 (c. 56), ss. 105(4)(e), 219(1)(2)(b); S.I. 2024/269, reg. 2(z42)
F9Words in s. 1097A(3)(h) inserted (26.10.2023 for specified purposes, 4.3.2024 in so far as not already in force) by Economic Crime and Corporate Transparency Act 2023 (c. 56), ss. 105(4)(f), 219(1)(2)(b); S.I. 2024/269, reg. 2(z42)
F10S. 1097A(3)(ha) inserted (26.10.2023 for specified purposes, 4.3.2024 in so far as not already in force) by Economic Crime and Corporate Transparency Act 2023 (c. 56), ss. 105(4)(g), 219(1)(2)(b); S.I. 2024/269, reg. 2(z42)
F11S. 1097A(3)(i) substituted (26.10.2023 for specified purposes, 4.3.2024 in so far as not already in force) by Economic Crime and Corporate Transparency Act 2023 (c. 56), ss. 105(4)(h), 219(1)(2)(b); S.I. 2024/269, reg. 2(z42)
F12S. 1097A(4) omitted (26.10.2023 for specified purposes, 4.3.2024 in so far as not already in force) by virtue of Economic Crime and Corporate Transparency Act 2023 (c. 56), ss. 105(5), 219(1)(2)(b); S.I. 2024/269, reg. 2(z42)
F13S. 1097A(4A)-(4C) inserted (26.10.2023 for specified purposes, 4.3.2024 in so far as not already in force) by Economic Crime and Corporate Transparency Act 2023 (c. 56), ss. 105(6), 219(1)(2)(b); S.I. 2024/269, reg. 2(z42)
F14S. 1097A(6)(6A) substituted for s. 1097A(6) (26.10.2023 for specified purposes, 4.3.2024 in so far as not already in force) by Economic Crime and Corporate Transparency Act 2023 (c. 56), ss. 105(7), 219(1)(2)(b); S.I. 2024/269, reg. 2(z42)
Modifications etc. (not altering text)
C1Ss. 1093-1098 applied (with modifications) (1.10.2009) by The Limited Liability Partnerships (Application of Companies Act 2006) Regulations 2009 (S.I. 2009/1804), regs. 2, 67 (with reg. 60, Sch. 1 paras. 30, 31, 34, 35) (as amended: (6.4.2013) by S.I. 2013/618, reg. 5 (with reg. 8(4)); (E.W.) (12.3.2015) by The Legal Aid, Sentencing and Punishment of Offenders Act 2012 (Fines on Summary Conviction) Regulations 2015 (S.I. 2015/664), reg. 1(1), Sch. 3 para. 14(6) (with reg. 5(1)); (6.4.2016) by The Companies (Address of Registered Office) Regulations 2016 (S.I. 2016/423), regs. 1(1), 21; and (4.3.2024) by The Registrar (Annotation, Removal and Disclosure Restrictions) Regulations 2024 (S.I. 2024/54), regs. 1(2)(a), 16; The Limited Liability Partnerships (Application of Company Law) Regulations 2024 (S.I. 2024/234), regs. 1(2), 37; S.I. 2024/269, reg. 2(a))
The Whole Act you have selected contains over 200 provisions and might take some time to download. You may also experience some issues with your browser, such as an alert box that a script is taking a long time to run.
Would you like to continue?
The Whole Act you have selected contains over 200 provisions and might take some time to download.
Would you like to continue?
The Whole Act without Schedules you have selected contains over 200 provisions and might take some time to download. You may also experience some issues with your browser, such as an alert box that a script is taking a long time to run.
Would you like to continue?
The Whole Act without Schedules you have selected contains over 200 provisions and might take some time to download.
Would you like to continue?
The Whole Act you have selected contains over 200 provisions and might take some time to download. You may also experience some issues with your browser, such as an alert box that a script is taking a long time to run.
Would you like to continue?
The Whole Act without Schedules you have selected contains over 200 provisions and might take some time to download. You may also experience some issues with your browser, such as an alert box that a script is taking a long time to run.
Would you like to continue?
The Schedules you have selected contains over 200 provisions and might take some time to download. You may also experience some issues with your browser, such as an alert box that a script is taking a long time to run.
Would you like to continue?
Latest Available (revised):The latest available updated version of the legislation incorporating changes made by subsequent legislation and applied by our editorial team. Changes we have not yet applied to the text, can be found in the ‘Changes to Legislation’ area.
Original (As Enacted or Made): The original version of the legislation as it stood when it was enacted or made. No changes have been applied to the text.
Geographical Extent: Indicates the geographical area that this provision applies to. For further information see ‘Frequently Asked Questions’.
Show Timeline of Changes: See how this legislation has or could change over time. Turning this feature on will show extra navigation options to go to these specific points in time. Return to the latest available version by using the controls above in the What Version box.
Text created by the government department responsible for the subject matter of the Act to explain what the Act sets out to achieve and to make the Act accessible to readers who are not legally qualified. Explanatory Notes were introduced in 1999 and accompany all Public Acts except Appropriation, Consolidated Fund, Finance and Consolidation Acts.
Access essential accompanying documents and information for this legislation item from this tab. Dependent on the legislation item being viewed this may include:
This timeline shows the different points in time where a change occurred. The dates will coincide with the earliest date on which the change (e.g an insertion, a repeal or a substitution) that was applied came into force. The first date in the timeline will usually be the earliest date when the provision came into force. In some cases the first date is 01/02/1991 (or for Northern Ireland legislation 01/01/2006). This date is our basedate. No versions before this date are available. For further information see the Editorial Practice Guide and Glossary under Help.
Use this menu to access essential accompanying documents and information for this legislation item. Dependent on the legislation item being viewed this may include:
Click 'View More' or select 'More Resources' tab for additional information including: