Section 1097A: Rectification of register relating to company registered office, Companies Act 2006

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).

The regulations may authorise or require the address to be changed on the registrar's own motion or on an application by another person.

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The regulations may make provision as to—

who may make an application,

the information to be included in and documents to accompany an application,

the registrar requiring the company or an applicant to provide information for the purposes of determining anything under the regulations,

the notice to be given of an application or that the registrar is considering the exercise of powers under the regulations,

the notice to be given of any decision under the regulations,

the period in which objections to an application may be made,

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,

the referral by the registrar of any question for determination by the court,

the registrar requiring a company to provide an address to be the company's registered office,

the nomination by the registrar of an address (a "default address") to be the company's registered office (which need not be an appropriate address within the meaning given by section 86(2)),

the period for which a company is permitted to have the default address as its registered office,

when the change of address takes effect and the consequences of registration of the change (including provision similar or corresponding to section 87(2)).

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Provision made by virtue of subsection (3)(ha) may in particular include—

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;

provision—

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

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.

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.

Regulations under this section may in particular confer a discretion on the registrar.

Provision made by virtue of subsection (3)(i) may in particular include provision, in relation to the registration of a default address—

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,

that the default address may not be used for the purpose of keeping the company's registers, indexes or other documents,

for there to be no requirement that documents delivered to the default address for the company must be opened,

for the collection of such documents by the company, or the forwarding of such documents to the company,

for the circumstances in which, and the period of time after which, such documents may be destroyed,

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.

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.

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.

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.

The regulations may make further provision about an appeal and in particular—

provision about the time within which an appeal must be brought and the grounds on which an appeal may be brought,

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,

further provision about directions by virtue of subsection (7).

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.

Regulations under this section are subject to affirmative resolution procedure.

Section 1097A: Rectification of register relating to company registered office

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