The UK Companies Act
The Economic Crime (Transparency and Enforcement) Act 2022 [read]
The Economic Crime and Corporate Transparency Act 2023 [read]
The UK Companies Act
- Company law in the UK is mainly set out in the Companies Act 2006 (the 2006 Act).
- Part 15 (sections 380 to 474) sets out requirements for the preparation, distribution, and filing of accounts and reports, including the choice of accounting framework. These requirements are supplemented by regulations, which contain, for example, the detailed requirements for the form and content of financial statements.
- Part 16 sets out the general requirements for accounts to be audited, including exemptions for certain companies, rules around the appointment, removal, and resignation of auditors, and auditors' liability.
- The 2006 Act is wide-ranging and covers almost all of the law applicable to companies. Its requirements are not static and are amended from time to time. This is usually done by means of regulations known as statutory instruments, which are subject to a lighter touch legislative process than Acts of Parliament.
The Economic Crime (Transparency and Enforcement) Act 2022
Overview - The Act has four main objectives:
- Prevent and combat the use of land in the UK for money laundering purposes by increasing the transparency of beneficial ownership information relating to overseas entities that own land in the UK. The Act therefore creates a register of the beneficial owners of such entities. The register will be held by Companies House and made public.
- Reform the UK’s Unexplained Wealth Order (UWO) regime to enable law enforcement to investigate the origin of property and recover the proceeds of crime. The measures in the Act aim to strengthen the UK’s fight against serious economic crime; to clarify the scope of UWO powers; and to increase and reinforce operational confidence in relation to UWO powers.
- Amend financial sanctions legislation, including the monetary penalty legal test and information sharing powers to help deter and prevent breaches of financial sanctions.
- Amend sanctions legislation to enable Ministers to impose sanctions quicker and in concert with others. The measures in the Act reform how sanctions are imposed, how sanctions are reviewed, and how challenges to sanctions are dealt with.
The Economic Crime and Corporate Transparency Act 2023
- The act introduces the biggest changes to Companies House since corporate registrations were established in 1844.
- From spring 2025, the act will introduce identity verification by phase – anyone setting up, running, owning, or controlling a company in the UK will need to verify their identity. From 18 November 2025, new directors must verify their identity for incorporation or appointment, while existing directors need to verify at their next confirmation statement. People with significant control (PSCs) must verify within a 12-month transition period. The Companies House will implement verification through GOV.UK One Login or Authorised Corporate Service Providers. After the commencement of the new requirement, a person acting as an unverified director will commit an offence.
- From 18 November 2025, there will no longer be a requirement for companies to hold certain registers of information, and companies will no longer be able to elect to hold information about the company’s officers on the central register.
The UK Companies Act 2006 - Legal Texts [read]
The Economic Crime (Transparency and Enforcement) Act 2022 - Legal Text [read]
The Economic Crime and Corporate Transparency Act 2023 - Legal Text [read]
