SCHEDULE 1THE PERFORMANCE OF FUNCTIONS RELATING TO THE RECEIPT OF DOCUMENTS BY THE REGISTRAR AND THEIR REGISTRATION
PART 1INTERPRETATION
Enactments and legal entities1
1
In this Schedule the following meanings are given to the enactments referred to and, where relevant, to the legal entities created under them—
the “2000 Act” means the Limited Liability Partnerships Act 20005 and “limited liability partnership” means a body corporate incorporated under that Act,
the “LLP Regulations” means the Limited Liability Partnerships (Application of Companies Act 2006) Regulations 20096,
the “OC Regulations” means the Overseas Companies Regulations 20097.
2
In paragraph 11(d) in Part 2 of this Schedule, a reference to an “overseas company” includes a reference to any credit or financial institution to which section 1050 of the 2006 Act applies.
3
Words and expressions used in the enactments set out in sub-paragraph (1) have the same meaning when used in this Schedule as they have in those enactments.
Means of electronic delivery to the registrar2
In this Schedule—
“Web Incorporation Service” means a service by which the documents required to be delivered under section 9 of the 2006 Act are delivered to the registrar by electronic means using a website of the registrar;
“Software Incorporation Service” means a service by which the documents required to be delivered under section 9 of the 2006 Act are delivered to the registrar by electronic means other than using a website of the registrar.
Meaning of “relevant documents”3
1
For the purposes of paragraphs 8(f), 10(b) and 11(d) a “relevant document” is any document required or authorised to be delivered to the registrar in respect of a company, limited liability partnership or overseas company, as the case may be, by or under any provision of—
a
the 2006 Act, or
b
the 2000 Act, or
c
the OC Regulations, or
d
the LLP Regulations,
other than a document specified in sub-paragraph (2) below.
2
A document is not a relevant document if—
a
a fee is specified in this Schedule in relation to the registration of a document, or the performance by the registrar of a function, under any particular provision of the enactments listed in sub-paragraph (1) above; or
b
that document is required or authorised to be delivered to the registrar by or under an excluded provision; and, for these purposes, an excluded provision is any provision of the enactments listed in sub-paragraph (1) above which is specified in Part 3 of this Schedule.
Meaning of “relevant period”4
1
In this Schedule in relation to a company or a limited liability partnership a “relevant period” means one of the following periods—
a
the period beginning with its incorporation and ending immediately after the delivery to the registrar of its first annual return; or
b
a period beginning immediately after the delivery to the registrar of an annual return and ending immediately after the delivery to the registrar of the next annual return.
2
In this Schedule in relation to an overseas company a “relevant period” means one of the following periods—
a
the period beginning with the registration of the documents required to be delivered to the registrar under Part 2 of the OC Regulations in respect of the opening of an establishment in the United Kingdom and ending immediately after the first delivery to the registrar of its accounting documents or, as the case may be, its annual accounts; or
b
a period beginning immediately after a delivery of accounting documents or annual accounts to the registrar and ending immediately after delivery to the registrar of the next accounting documents or annual accounts.
Meaning of “same day registration”5
For the purposes of this Schedule documents are delivered for “same day registration” if—
a
a request for same day registration and all documents required to be delivered to the registrar in connection with that registration are received by the registrar before 3.00 pm on the day in question; and
b
the registration is completed on that day.
General
6
Where, in relation to any matter in respect of which a fee is payable under this Schedule, the means of delivery to the registrar of the documents required to be delivered in relation to that matter, or the form of those documents are not specified, that fee is payable only in respect of documents that are delivered in hard copy form.
7
Where, in relation to any matter in respect of which a fee is payable under this Schedule, no provision is made for same day registration of the documents required to be delivered to the registrar in relation to that matter, that fee is only payable in respect of the delivery of documents other than for same day registration.
PART 2FEES PAYABLE
Companies
8
Subject to paragraph 9, in respect of the performance by the registrar of his functions in relation to the registration of documents delivered to him in respect of companies, the fee specified in relation to each matter below is payable on the registration of the documents so delivered relating to that matter except as provided in sub-paragraphs (f) and (i)—
Matter in relation to which fee is payable | Amount of fee |
| |
| £15.00 |
| £30.00 |
| £13.00 |
| £100.00 |
| £40.00 |
| £20.00 |
| £20.00 |
| £20.00 |
| £20.00 |
| |
| £50.00 |
| £20.00 |
| |
| £50.00 |
| £20.00 |
| |
| £50.00 |
| £20.00 |
| |
| £40.00 |
| £13.00 |
| £40.00 |
| |
| £50.00 |
| £10.00 |
| £30.00 |
| £8.00 |
| £13.00 |
| £10.00 |
| |
| £50.00 |
| £10.00 |
| |
| £50.00 |
| £10.00 |
9
1
The fee specified in paragraph 8(g) is not payable where the change of name relates solely to the indication of the particular type of company that the company whose name is changed becomes on its re-registration under Part 7 of the 2006 Act.
2
Where a change of name is conditional on the occurrence of an event and that event occurs on or after 1st October 2012 the giving of notice of the event to the registrar, under section 78(3)(b) of the 2006 Act, is the required document for the registration of the change of name for the purposes of this Schedule.
Limited liability partnerships10
In respect of the performance by the registrar of his functions in relation to the registration of documents delivered to him in respect of limited liability partnerships, the fee specified in relation to each matter set out below is payable on the registration of the documents so delivered relating to that matter except as provided in sub-paragraphs (b) and (e)—
Matter in relation to which fee is payable | Amount of fee |
| |
| £30.00 |
| £13.00 |
| £100.00 |
| £40.00 |
| £20.00 |
| |
| £40.00 |
| £13.00 |
| |
| £50.00 |
| £10.00 |
| £30.00 |
| £8.00 |
| £13.00 |
| £10.00 |
Overseas companies11
In respect of the performance by the registrar of his functions in relation to the registration of documents delivered to him in respect of overseas companies, the fee specified in relation to each matter set out below is payable on the registration of the documents so delivered relating to that matter except as provided in sub-paragraph (d)—
Matter in relation to which fee is payable | Amount of fee |
| |
| £100.00 |
| £20.00 |
| |
| £50.00 |
| £10.00 |
| |
| £50.00 |
| £10.00 |
| £20.00 |
PART 3PROVISIONS REFERRED TO IN PARAGRAPH 3(2)(b)
Excluded provisions12
For the purposes of paragraph 3(2)(b) of this Schedule, the excluded provisions are–
a
in relation to a company, sections 1024 and 1088 of the 2006 Act;
b
in relation to a limited liability partnership, sections 1024 and 1088 of the 2006 Act as applied by regulations 56 and 66 of the LLP Regulations; and
c
in relation to an overseas company, section 1088 of the 2006 Act.
SCHEDULE 2THE PERFORMANCE OF FUNCTIONS RELATING TO THE INSPECTION OR PROVISION OF COPIES OF DOCUMENTS KEPT BY THE REGISTRAR
PART 1INTERPRETATION
Means by which the register may be inspected and copies provided1
In this Schedule—
“Companies House Contact Centre” and “CHCC” mean a contact centre maintained by or on behalf of the registrar through which a facility is provided for applying by telephone, fax and email for copies of material on the register;
“Companies House Direct” and “CHD” mean the service by which information is accessed by the applicant in Hyper Text Markup Language using a website of the registrar by delivering a non-encrypted access code;
“Companies House Information Centre” and “CHIC” mean an office of the registrar where facilities are made available for applicants to inspect the register and to obtain copies of material on the register and “searchroom terminal” means a computer terminal operated by an applicant at a CHIC;
“Extranet” means the service by which information is accessed by means of the access codes of the applicant in Hyper Text Markup Language using a website of the registrar;
“WebCHeck” means the service by which information is accessed by the applicant in Hypertext Markup Language using a website of the registrar with no requirement for the applicant to deliver an access code;
“XML Gateway” and “XML” mean the service by which information is accessed by the applicant in Extensible Markup Language by means of a partially encrypted access code.
Company and limited liability partnership reports2
In this Schedule—
“company report” means a report containing the information relating to a company set out in Part 3 of this Schedule in so far as recorded by the registrar in records kept by the registrar for the purposes of the 2006 Act;
“limited liability partnership report” means a report containing the information relating to a limited liability partnership set out in Part 4 of this Schedule in so far as recorded by the registrar in records kept by the registrar for the purposes of the 2006 Act as applied to limited liability partnerships by the LLP Regulations and the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 200811.
Document packages3
In this Schedule—
a “document package” means in relation to a company, one of the sets of copies of documents relating to a company (in so far as such documents are delivered to the registrar in respect of the company) as described in one of the paragraphs in Part 5 of this Schedule and with the maximum number of documents in each package being as specified in Part 2 of this Schedule, with the documents in the package being primarily determinable in reverse order of the dates of delivery to the registrar; and
a “document package” means in relation to a limited liability partnership, one of the sets of copies of documents relating to a limited liability partnership (in so far as such documents are delivered to the registrar in respect of the limited liability partnership) as described in one of the paragraphs in Part 6 of this Schedule and with the maximum number of documents in each package being as specified in Part 2 of this Schedule, with the documents in the package being primarily determinable in reverse order of the dates of delivery to the registrar.
Meaning of “same day delivery” and “same day collection”4
For the purposes of this Schedule certificates and certified copies are provided for “same day delivery” or “same day collection” if—
a
a request for same day delivery or same day collection is received by the registrar before 2.00 pm on the day in question; and
b
the appropriate certificate or certified copy is issued to the applicant on that day.
Long list of members5
Except where expressly provided to the contrary any references in this Schedule to a “document” or to “information” does not include a reference to a “long list of members” and, for the purposes of this Schedule, a “long list of members” has the meaning given to it in paragraph 12.
Enactments and legal entities6
1
Paragraph 1 of Schedule 1 to these Regulations applies to this Schedule as it does to that Schedule.
2
References to a company in this Schedule include a reference to an overseas company except where express provision is made to the contrary.
PART 2FEES PAYABLE
Companies House Direct7
In respect of the performance of the registrar’s functions in relation to the inspection of the register and the provision of copies of material on the register, where an application for inspection or a copy is made by means of CHD, the following fees are payable—
Matter in relation to which fee is payable | Amount of fee |
| £4.00 |
| |
| £1.00 |
| £1.00 |
| £1.00 |
| £1.00 |
| £1.00 |
| £1.00 |
| £3.00 |
| £20.00 |
| £4.00 |
| |
| £60.00 |
| £20.00 |
| £20.00 |
| £60.00 |
| |
| £20.00 |
| £60.00 |
| £10.00 |
| |
| £20.00 |
| £60.00 |
| £10.00 |
Extranet8
In respect of the performance of the registrar’s functions in relation to the inspection of the register and the provision of copies of material on the register, where the application for inspection or a copy is made by means of Extranet, the following fees are payable—
Matter in relation to which fee is payable | Amount of fee |
| £4.70 |
| |
| £1.00 |
| £1.00 |
| £1.00 |
| £1.00 |
| £1.00 |
| £1.00 |
| £4.00 |
WebCHeck9
In respect of the performance of the registrar’s functions in relation to the provision of copies of material on the register, where the application for a copy is made by means of WebCHeck, the following fees are payable—
Matter in relation to which fee is payable | Amount of fee |
| £1.00 |
| £1.00 |
XML10
In respect of the performance of the registrar’s functions in relation to the inspection of the register and the provision of copies of material on the register, where the application for inspection or a copy is made by means of XML, the following fees are payable—
Matter in relation to which fee is payable | Amount of fee |
| £4.70 |
| |
| £1.00 |
| £1.00 |
| £1.00 |
Companies House Information Centre11
In respect of the performance of the registrar’s functions in relation to the inspection of the register and the provision of copies of material on the register, where the application for inspection or a copy is made at a CHIC, the following fees are payable—
Matter in relation to which fee is payable | Amount of fee |
| |
| £1.00 |
| £1.00 |
| £1.00 |
| £1.00 |
| £7.00 |
| £1.00 |
| £1.00 |
| £3.00 |
| £6.00 |
| £9.00 |
| £0.10 |
| |
| £20.00 |
| £1.00 |
| £60.00 |
| |
| £20.00 |
| £1.00 |
| £60.00 |
| |
| £20.00 |
| £60.00 |
| £10.00 |
| |
| £20.00 |
| £60.00 |
| £10.00 |
Companies House Contact Centre12
In respect of the performance of the registrar’s functions in relation to provision of copies of material on the register, where the application for a copy is made by means of a CHCC, the following fees are payable—
Matter in relation to which fee is payable | Amount of fee |
| £2.00 |
| £2.00 |
| £3.00 |
| £3.00 |
| £3.00 |
| £3.00 |
| £3.00 |
| £3.00 |
| £3.00 |
| £3.00 |
| £9.00 |
| |
| £12.50 |
| £0.20 |
| |
| £20.00 |
| £60.00 |
| |
| £20.00 |
| £60.00 |
| |
| £20.00 |
| £60.00 |
| £10.00 |
| |
| £20.00 |
| £60.00 |
| £10.00 |
and, for the purposes of this paragraph a “long list of members” means a list of members delivered to the registrar under section 856A or 856B12 of the 2006 Act in relation to companies which exceeds 49 pages and which is delivered in hard copy form.
PART 3CONTENTS OF COMPANY REPORT
Companies register information
13
Information relating to the company including its registered number, its date of incorporation, its name and the number of registered charges.
14
Any previous names of the company during the period of 20 years prior to the date to which the company report is made up.
15
A list of dates including those relating to latest annual accounts and annual returns and dates for the next such documents to be delivered to the registrar.
Charges and appointments16
An applicant may elect to have either of the following sets of particulars—
a
particulars of charges registered in respect of a company, or
b
particulars of the directors and secretary of a company together with the particulars in sub-paragraph (a),
except an applicant using WebCHeck can only elect to have the sets of particulars in sub-paragraph (b).
Recent filing history17
List of documents delivered to the registrar during the previous 18 months up to a maximum of 100 documents listed in the reverse order of the dates of delivery excluding returns of allotments unless requested by the applicant.
PART 4CONTENTS OF LIMITED LIABILITY PARTNERSHIP REPORT
Limited liability partnership register information
18
Information relating to a limited liability partnership including its registered number, its date of incorporation, its name and the number of registered charges.
19
Any previous names of a limited liability partnership.
20
A list of dates including those relating to latest annual accounts and annual returns and dates for the next such documents to be delivered to the registrar.
Charges and appointments21
An applicant may elect to have either of the following sets of particulars—
a
particulars of charges registered in respect of a limited liability partnership, or
b
particulars of the members of a limited liability partnership together with the particulars in sub-paragraph (a),
except an applicant using WebCHeck can only elect to have the sets of particulars in sub-paragraph (b).
Recent filing history22
List of documents delivered to the registrar during the previous 18 months up to a maximum of 100 documents listed in the reverse order of the dates of delivery.
PART 5DOCUMENT PACKAGES FOR COMPANIES
Listed below are the document packages and the documents included in each package:
23
General package
Incorporation documents and name change documents. |
Resolutions and memorandum and articles of association. |
Any documents relating to strike-off. |
Latest annual accounts or, as the case may be, accounting documents and notices specifying accounting reference date or extending the period allowed for laying and delivering accounts and reports. |
Latest annual return. |
Notification of change among directors or in secretary or their particulars and changes in registered office in each case since the date to which the latest annual return was made up. |
(at the option of the applicant) Returns of allotments of shares delivered to the registrar since the date to which the latest annual return giving full particulars of the members is made up. |
(long list of members not available). |
24
Current package
Latest annual accounts or, as the case may be, accounting documents and notices specifying accounting reference date or extending the period allowed for laying and delivering accounts and reports. |
Latest annual return. |
Notification of change among directors or in secretary or their particulars and changes in registered office in each case since the date to which the latest annual return was made up. |
Any documents relating to strike-off. |
(at the option of the applicant) Returns of allotments of shares delivered to the registrar since the date to which the latest annual return giving full particulars of the members is made up. |
(long list of members not available). |
25
Charges package
Charge related documents since incorporation. |
The company report containing the particulars in paragraph 16(a) above. |
26
Insolvency package
Company voluntary arrangements, administration, receivership, winding up, dissolution and strike-off related documents delivered to the registrar since April 1995. |
27
Accounts package
Annual accounts, or as the case may be, accounting documents and notices specifying accounting reference date or extending the period allowed for laying and delivering accounts and reports delivered to the registrar over the previous 5 years. |
28
Constitution package
The most recently delivered to the registrar of any of the documents specified below—
The certificate of incorporation where issued on incorporation, a change of name or re-registration. |
The articles of association, or in the case of an existing company, the memorandum and articles of association. |
Any resolutions and agreements affecting a company’s constitution. |
The statement of capital contained in the most recent annual return, or, where no annual return has been delivered, the statement of capital required by section 10 of the 2006 Act. |
Any statement of capital delivered to the registrar under any of the following provisions of the 2006 Act— |
Sections 108, 555, 619, 621, 625, 627, 644, 649, 663, 689, 708 and 730. For the purposes of this paragraph an “existing company” is a company to which section 28 of the 2006 Act applies and a “statement of capital” is one delivered to the registrar under any of the provisions listed in respect of statements of capital above. |
29
Package of documents delivered in a calendar year selected by the applicant
Documents delivered to the registrar by the company in a calendar year selected by the applicant (not available for years prior to 2003). |
PART 6DOCUMENT PACKAGES FOR LIMITED LIABILITY PARTNERSHIPS
Listed below are the document packages and the documents included in each package:
30
General package
Incorporation document and name change documents. |
Any documents relating to strike-off. |
Latest annual accounts and notices specifying accounting reference date or extending the period allowed for delivering the accounts and the auditor’s report. |
Latest annual return. |
Notification of change among members or their particulars and changes in registered office in each case since the date to which the latest annual return was made up. |
31
Current package
Latest annual accounts and notices specifying accounting reference date or extending the period allowed for delivering the accounts and the auditor’s report. |
Latest annual return. |
Notification of change among members or their particulars and changes in registered office in each case since the date to which the latest annual return was made up. |
Any documents relating to strike-off. |
32
Charges package
Charge related documents since incorporation. |
The limited liability partnership report containing the particulars in paragraph 21(a) above. |
33
Insolvency package
Limited liability partnership voluntary arrangements, administration, receivership, winding up, dissolution and strike-off related documents delivered to the registrar since April 2001. |
34
Accounts package
Annual accounts and notices specifying accounting reference date or extending the period allowed for delivering the accounts and the auditor’s report delivered to the registrar over the previous 5 years. |
35
Package of documents delivered in a calendar year selected by the applicant
Documents delivered to the registrar by the limited liability partnership in a calendar year selected by the applicant (not available for years prior to 2003). |
SCHEDULE 3THE PERFORMANCE OF FUNCTIONS RELATING TO THE DISCLOSURE OF PROTECTED INFORMATION
1
In respect of the performance of the registrar’s functions in relation to the inspection of the register and the provision of copies of material on the register, where that material is protected information to which section 242(1) of the 2006 Act or that section as applied to limited liability partnerships by regulation 19 of the LLP Regulations or regulation 21(1) of the OC Regulations apply, the following fees are payable—
Matters in relation to which a fee is payable | Amount of fee |
---|---|
| £140.00 |
| £250.00 |
| £28,000.00 |
| £5.00 |
Interpretation
2
In this Schedule—
a “directors’ snapshot package” means a set of documents containing particulars of the usual residential address of all directors and related information contained in material on the register on the date on which the request for that set of documents is fulfilled by the registrar;
a “directors daily update package” means a set of documents containing those particulars of the usual residential address of all directors and related information which are contained in material on the register on a particular day and which are sent to the subscriber on the following day or, where the particulars are delivered on a Saturday or Sunday, on the following Tuesday;
“particulars of the usual residential address of all directors” or “particulars of the usual residential address of a specified director” means the following information –
the house name or number,
the street,
the area,
the post town,
the region,
the country and
the postcode;
“related information” means the following information in relation to a director–
the name of the director,
the date of birth of the director,
the registered number or numbers of the company or companies, and
if appropriate a statement that the usual residential address is the same as a service address; “the CDA Regulations” mean the Companies (Disclosure of Address) Regulations 200913 and “the OC Regulations” have the same meaning given to them in paragraph 1 of Schedule 1 to these Regulations.
3
In this Schedule—
a
any reference to a director is also a reference to a member of a limited liability partnership; and
b
any such reference in respect of an overseas company is also a reference to a permanent representative of that company as that expression is used in the OC Regulations.