Charities (Protection and Social Investment) Act is now law

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The Charities (Protection and Social Investment) Act 2016 originates from a 2014 draft bill called the Protection of Charities Bill, which was created with the purpose of giving the Charity Commission greater powers for tackling those culpable of abuse in charities.

This Act received Royal Assent on 16th March 2016, and changed the law relating to charities in a number of ways. Only two of the Act’s provisions came into force at the time of its receiving Royal Assent, and its other measures are set to be phased in over the remainder of this year and into 2017. Continue reading

How much detail should board papers really contain?

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One subject that can be depended on to crop up time and time again in boardrooms is the quality of board papers, and in particular, the level of detail contained within them. Much frustration often prevails in boardrooms over the matter of whether certain board papers are too detailed or not detailed enough. Nor can there be any question about the importance of this subject, given that the amount of detail in such papers can set the tone and direction of discussions. Continue reading

UK listed companies now required to provide viability statement

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Such is the ever-growing emphasis on risk management that a requirement has now been introduced under the FCA Listing Rules for all UK listed companies to include a viability statement in their annual report.

The new provision will be added to the UK Corporate Governance Code, and calls for directors to explain in the annual report how they have assessed their company’s prospects, taking into the company’s current position and principal risks. The provision C.2.2 also requires directors to outline the period for which they have carried out their assessment and why they consider that period to be appropriate. Continue reading

The corporate governance failures that can destroy value within companies

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The perils to a company of not having a comprehensive corporate governance audit should become clear when one takes a closer look at the organisations to have been guilty of some of the most egregious ethics and compliance failures of recent years. VW, FIFA, Petrobas, Toshiba and Deutsche Bank were all named by Compliance Week in its list of the top five such failures last year, and with good reason. Continue reading

Two recent cases broaden what may constitute ‘public interest’ whistleblowing

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Those looking to incorporate a limited company this year may wish to take note of two important cases that have broadened what may be considered in the public interest when determining whether a whistleblowing disclosure is protected.

It was back in June 2013 when the government made the legal protection provided to whistleblowers conditional on the worker holding a reasonable belief that their disclosure was in the public interest. Although this was not defined, the intention of the law was to ensure employees couldn’t depend on allegations about breaches of their own employment contracts being given the status of protected whistleblowing procedures. Continue reading

Should you opt to keep your company registers at Companies House?

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A number of changes to company law are currently being phased in as part of the Small Business, Enterprise & Employment Act 2015. One of the changes gives limited companies the option to keep their statutory registers at Companies House rather than at their Registered Office or at a Single Alternative Inspection Location (‘SAIL’).

While keeping the statutory registers at Companies House may seem an attractive option, company officers will still have a duty to keep the registers updated. However, we urge caution for anyone considering taking advantage of this new facility because of the potentially serious privacy implications for directors, shareholders and anyone who appears on the new People with Significant Control register. Continue reading

Should slimming down your corporate structure be one of your key objectives this year?

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It is becoming increasingly common for the users of board secretary services such as those provided by London Registrars to need help with removing surplus companies through solvent liquidation or strike-off. This is often required when a cumbersome group structure is the product of merger or acquisition (M&A) activity.

There are clear advantages with a well-planned simplification process with a typical payback period of just 12 to 18 months. A solvent liquidation also presents an opportunity for both ongoing and looming issues to be addressed and resolved. Continue reading