(1) A copy provided under section 1086 must be certified by the registrar as a true copy if the applicant expressly requests such certification.
(3) A copy provided under section 1086, certified by the registrar (whose official position it is unnecessary to prove) to be an accurate record of the contents of the original document, is in all legal proceedings admissible in evidence—
(a) as of equal validity with the original document, and
(b) as evidence (in Scotland, sufficient evidence) of any fact stated in the original document of which direct oral evidence would be admissible.
(4) The Secretary of State may make provision by regulations as to the manner in which such a certificate is to be provided in a case where the copy is provided in electronic form.
(5) ... Copies provided by the registrar may, instead of being certified in writing to be an accurate record, be sealed with the registrar's official seal.
1092 Issue of process for production of records kept by the registrar
(1) No process for compelling the production of a record kept by the registrar shall issue from any court except with the permission of the court.
(2) Any such process shall bear on it a statement that it is issued with the permission of the court.
(1) The registrar may by notice in writing require a person to provide information to the registrar for the purposes of enabling the registrar to determine—
(a) whether a person has complied with any obligation imposed by an enactment to deliver a document to the registrar,
(b) whether any information contained in a document received by the registrar falls within section 1080(1)(a).
(2) A requirement under this section may specify—
(a) the form and manner in which the information is to be provided;
(b) the period within which it is to be provided.
(3) The registrar may by notice in writing extend a period specified in a requirement under this section.
1092B Offence relating to provision of information
(1) A person who, without reasonable excuse, fails to comply with a requirement under section 1092A commits an offence.
(2) Where an offence under this section is committed by a firm, an offence is also committed by every officer of the firm who is in default.
(3) A person guilty of an offence under this section is liable—
(a) on conviction on indictment, to imprisonment for a term not exceeding two years or a fine (or both);
(b) on summary conviction—
(i) in England and Wales, to imprisonment for a term not exceeding the general limit in a magistrates’ court or a fine (or both);
(ii) in Scotland, to imprisonment for a term not exceeding 12 months or a fine not exceeding the statutory maximum (or both) and, for continued contravention, a daily default fine not exceeding one-fifth of the statutory maximum;
(iii) in Northern Ireland, to imprisonment for a term not exceeding 6 months or a fine not exceeding the statutory maximum (or both), and, for continued contravention, a daily default fine not exceeding one-fifth of the statutory maximum.
(1) A statement made by a person in response to a requirement under section 1092A may not be used against the person in criminal proceedings in which the person is charged with an offence to which this subsection applies.
(2) Subsection (1) applies to any offence other than—
(a) an offence under one of the following provisions (which concern false statements etc)—
(i) section 1112 or 1112A;
(ii) section 5 of the Perjury Act 1911;
(iii) section 44(2) of the Criminal Law (Consolidation) (Scotland) Act 1995;
(iv) Article 10 of the Perjury (Northern Ireland) Order 1979 (S.I. 1979/1714 (N.I. 19));
(v) section 32 or 32A of the Economic Crime (Transparency and Enforcement) Act 2022;
(vi) section 34 or 35 of the Limited Partnerships Act 1907;
(b) any offence, not within paragraph (a), an element of which is the delivery to the registrar of a document, or the making of a statement to the registrar, that is misleading, false or deceptive.
1093 Registrar's notice to resolve inconsistency ...
(1) Where it appears to the registrar that the information contained in a document delivered to the registrar in relation to a company is inconsistent with other information contained in records kept by the registrar under section 1080, the registrar may give notice to the company to which the document relates—
(a) stating in what respects the information contained in it appears to be inconsistent with other information in records kept by the registrar under section 1080, and
(b) requiring the company, within the period of 14 days beginning with the date on which the notice is issued, to take all such steps as are reasonably open to it to resolve the inconsistency by delivering replacement or additional documents or in any other way.
(2) The notice must state the date on which it is issued.
(3) If the necessary documents are not delivered within the period specified, an offence is committed by—
(a) the company, and
(b) every officer of the company who is in default.
(4) A person guilty of an offence under subsection (3) is liable on summary conviction to a fine not exceeding level 5 on the standard scale and, for continued contravention, a daily default fine not exceeding one-tenth of level 5 on the standard scaleone-tenth of the greater of £5,000 or level 4 on the standard scale.
(1) The registrar may remove from the register anything that appears to the registrar to be—
(a) a document, or material derived from a document, accepted under section 1073 (power to accept documents not meeting requirements for proper delivery), or
(b) unnecessary material as defined by section 1074.
(2) The power to remove material from the register under this section may be exercised—
(a) on the registrar’s own motion, or
(b) on an application made in accordance with regulations under section 1094A(2).
(3) The registrar may exercise the power to remove from the register anything the registration of which had legal consequences only if satisfied that the interest of the company, or (if different) the applicant, in removing the material outweighs any interest of other persons in the material continuing to appear on the register.
(4) The Secretary of State may by regulations provide that the registrar’s power to remove material from the register under this section following an application is limited to material of a description specified in the regulations.
(5) Regulations under this section are subject to the negative resolution procedure.
1094A Further provision about removal of material from the register
(1) The Secretary of State must by regulations make provision for notice to be given in accordance with the regulations where material is removed from the register under section 1094 otherwise than on an application.
(2) The Secretary of State must by regulations make provision in connection with the making and determination of applications for the removal of material from the register under section 1094.
(3) The provision that may be made under subsection (2) includes provision as to—
(a) who may make an application,
(b) the information to be included in and documents to accompany an application,
(c) the notice to be given of an application and of its outcome,
(d) a period in which objections to an application may be made, and
(e) how an application is to be determined, including provision as to evidence that may be relied upon by the registrar for the purposes of satisfying the test in section 1094(1).
(4) The provision that may be made by virtue of subsection (3)(e) includes provision as to circumstances in which—
(a) evidence is to be treated by the registrar as conclusive proof that the test in section 1094(1) is met, and
(b) the power of removal must be exercised.
(5) Regulations under this section may in particular confer a discretion on the registrar.
(6) Regulations under this section are subject to the negative resolution procedure.
1094AB Power of court to make consequential orders following removal
(1) Where the registrar removes anything from the register otherwise than in pursuance of a court order, the court may, on an application by a person with sufficient interest, make such consequential orders as the court thinks fit as to the legal effects of the inclusion of the material on the register or its removal.
(2) In this section the reference to the registrar removing material from the register includes the registrar determining that anything purported to be delivered to the registrar under any enactment was not in fact delivered under an enactment and therefore does not form part of the register.
1096 Rectification of the register under court order
(1) The registrar shall remove from the register any material—
(a) that derives from anything that the court has declared to be invalid or ineffective, or to have been done without the authority of the company, or
(b) that a court declares to be factually inaccurate, or to be derived from something that is factually inaccurate, or forged,
and that the court directs should be removed from the register.
(2) The court order must specify what is to be removed from the register and indicate where on the register it is.
(3) The court may make an order for the removal from the register of anything the registration of which had legal consequences only if satisfied that the interest of the company, or (if different) the applicant, in removing the material outweighs any interest of other persons in the material continuing to appear on the register.
(4) Where in such a case the court does make an order for removal, it may make such consequential orders as appear just with respect to the legal effect (if any) to be accorded to the material by virtue of its having appeared on the register.
(5) A copy of the court's order must be sent to the registrar for registration.
(5A) This section does not apply to any material delivered to the registrar under Part 15.
(6) This section does not apply where the court has other, specific, powers to deal with the matter, for example under—
(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(b) section 859M (rectification of register).
1097 Powers of court on ordering removal of material from the register
(1) Where the court makes an order for the removal of anything from the register under section 1096 (rectification of the register), it may give directions under this section.
(2) It may direct that any note on the register that is related to the material that is the subject of the court's order shall be removed from the register.
(3) It may direct that its order shall not be available for public inspection as part of the register.
(4) It may direct—
(a) that no note shall be made on the register as a result of its order, or
(b) that any such note shall be restricted to such matters as may be specified by the court.
(5) The court shall not give any direction under this section unless it is satisfied—
(a) that—
(i) the presence on the register of the note or, as the case may be, of an unrestricted note, or
(ii) the availability for public inspection of the court's order,
may cause damage to the company, and
(b) that the company's interest in non-disclosure outweighs any interest of other persons in disclosure.
1097A Rectification of register relating to company registered office
(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.
(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,
(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 or that the registrar is considering the exercise of powers under the regulations,
(ca) the notice to be given of any decision under the regulations,
(d) the period in which objections to an application may be made,
(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,
(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 (which need not be an appropriate address within the meaning given by section 86(2)),
(ha) the period for which a company is permitted to have the default address as its registered office,
(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)).
(4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(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.
(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.
1097B Rectification of register: service addresses
(1) The Secretary of State may by regulations make provision authorising or requiring the registrar to change a registered service address of a relevant person if satisfied that the address does not meet the requirements of section 1141(1) and (2).
(2) In this section—
“registered service address”, in relation to a relevant person, means the address for the time being shown in the register as the person’s current service address;
“relevant person” means—
a director of a company that is not an overseas company,
a secretary or one of the joint secretaries of a company that is not an overseas company, or
a registrable person or registrable relevant legal entity in relation to a company (within the meanings given by section 790C).
(3) The regulations may authorise or require the address to be changed on the registrar’s own motion or on an application by another person.
(4) The regulations must provide for the change in the address to be effected by the registrar proceeding as if the company had given notice under section 167H, 279H or 790LD of the change.
(5) 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,
(c) the registrar requiring the company or an applicant to provide information for the purposes of determining anything under the regulations,
(d) the notice to be given of an application or that the registrar is considering the exercise of powers under the regulations,
(e) the notice to be given of any decision under the regulations,
(f) the period in which objections to an application may be made,
(g) how the registrar is to determine whether a registered service address meets the requirements of section 1141(1) and (2), including in particular the evidence, or descriptions of evidence, which the registrar may without further enquiry rely on to be satisfied that the address meets those requirements,
(h) the referral by the registrar of any question for determination by the court,
(i) the registrar requiring the company to provide an address to be registered as the relevant person’s service address,
(j) the nomination by the registrar of an address (a “default address”) to be registered as the relevant person’s service address (which need not meet the requirements of section 1141(1) and (2)),
(k) the period for which the default address is permitted to be the relevant person’s registered service address, and
(l) when the change of address takes effect and the consequences of registration of the change (including provision similar or corresponding to section 1140(5)).
(6) The provision made by virtue of subsection (5)(k) 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.
(7) The regulations must confer a right on the company to appeal to the court against any decision to change the relevant person’s registered service address under the regulations.
(8) If the regulations enable a person to apply for a registered service address to be changed, they must also confer a right on the applicant to appeal to the court against a refusal of the application.
(9) On an appeal, the court must direct the registrar to register such address as the relevant person’s registered service address as the court considers appropriate in all the circumstances of the case.
(10) 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) further provision about directions by virtue of subsection (9).
(11) 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.
(12) Regulations under this section may in particular confer a discretion on the registrar.
(13) Regulations under this section are subject to affirmative resolution procedure.
1097C Rectification of register: principal office addresses
(1) The Secretary of State may by regulations make provision authorising or requiring the registrar to change the address registered as the principal office of a relevant person if satisfied that the address is not in fact their principal office.
(2) In this section—
“address registered as the principal office”, in relation to a relevant person, means the address for the time being shown in the register as the address of the person’s current principal office;
“relevant person” means—
a director of a company that is not an overseas company,
a secretary or one of the joint secretaries of a company that is not an overseas company,
a registrable relevant legal entity in relation to a company (within the meaning given by section 790C), or
a registrable person in relation to a company (within the meaning given by section 790C) who falls within section 790C(12).
(3) The regulations may authorise or require the address to be changed on the registrar’s own motion or on an application by another person.
(4) The regulations must provide for the change in the address to be effected by the registrar proceeding as if the company had given notice under section 167H, 279H or 790LD of the change.
(5) 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,
(c) the registrar requiring the company or an applicant to provide information for the purposes of determining anything under the regulations,
(d) the notice to be given of an application or that the registrar is considering the exercise of powers under the regulations,
(e) the notice to be given of any decision under the regulations,
(f) the period in which objections to an application may be made,
(g) how the registrar is to determine whether an address registered as the principal office of a relevant person is in fact the person’s principal office, including in particular the evidence, or descriptions of evidence, which the registrar may without further enquiry rely on to be satisfied that the address meets those requirements,
(h) the referral by the registrar of any question for determination by the court,
(i) the registrar requiring the company to provide an address to be registered as the principal office of the relevant person,
(j) the nomination by the registrar of an address (a “default address”) to be registered as the principal office of the relevant person (which need not be the relevant person’s actual principal office),
(k) the period for which the default address is permitted to be the address registered as the principal office of the relevant person, and
(l) when the change of address takes effect and the consequences of registration of the change.
(6) The provision made by virtue of subsection (5)(k) 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.
(7) The regulations must confer a right on the company to appeal to the court against any decision to change the address registered as the principal office of the relevant person under the regulations.
(8) If the regulations enable a person to apply for the address registered as the principal office of a relevant person to be changed, the regulations must also confer a right on the applicant to appeal to the court against a refusal of the application.
(9) On an appeal, the court must direct the registrar to register such address as the principal office of the relevant person as the court considers appropriate in all the circumstances of the case.
(10) 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) further provision about directions by virtue of subsection (9).
(11) 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.
(12) Regulations under this section may in particular confer a discretion on the registrar.
(13) Regulations under this section are subject to affirmative resolution procedure.
1098 Public notice of removal of certain material from the register
(1) The registrar must cause to be published—
(a) in the Gazette, or
(b) in accordance with section 1116 (alternative means of giving public notice),
notice of the removal from the register of an enhanced disclosure document (see section 1078) or of any material derived from such a document.
(2) The notice must state the name and registered number of the company, the description of document and the date of receipt.
1098A Meaning of “authorised corporate service provider”
In this Act “authorised corporate service provider” means a person—
(a) whose application to the registrar to become an authorised corporate service provider for the purposes of this Act has been granted (see section 1098B),
(b) who has not since ceased to be an authorised corporate service provider by virtue of section 1098F, and
(c) whose status as an authorised corporate service provider is not for the time being suspended by virtue of section 1098F.
1098B Application to become authorised corporate service provider
(1) A person may apply to the registrar to become an authorised corporate service provider for the purposes of this Act if—
(a) the person is a relevant person as defined by regulation 8(1) of the Money Laundering Regulations,
(b) in the case of an individual, their identity is verified (see section 1110A), and
(c) the person meets any other requirements imposed by regulations made by the Secretary of State for the purposes of this paragraph.
(2) An application under this section must contain—
(a) the name of the applicant’s supervisory authority or authorities for the purposes of the Money Laundering Regulations,
(b) the required information about the applicant (see section 1098C), and
(c) in the case of an application by an individual, a statement that the individual’s identity is verified (see section 1110A).
(See also section 1098D, which imposes restrictions on who may deliver an application under this section on behalf of a firm.)
(3) Where an application is made under this section, the registrar must check with the supervisory authority, or at least one of the supervisory authorities, specified in the application, to find out whether the applicant is known to and supervised by that authority.
(4) Having carried out that check, the registrar must grant the application if—
(a) the supervisory authority, or at least one of the supervisory authorities, specified in the application has confirmed that the applicant is known to and supervised by that authority,
(b) where the applicant is an individual, the registrar is satisfied that their identity is verified (see section 1110A),
(c) any other conditions that may be specified by regulations made by the Secretary of State for the purposes of this paragraph are met, and
(d) the registrar is not required by subsection (5) to refuse the application.
(5) The registrar must refuse the application if it appears to the registrar that the applicant is not a fit and proper person to carry out the functions of an authorised corporate service provider.
(6) The provision that can be made in regulations under subsection (4)(c) includes provision conferring a discretion on the registrar.
(7) Regulations under subsection (1)(c) or (4)(c) are subject to affirmative resolution procedure.
(8) For the purposes of this section—
“Money Laundering Regulations” means the Money Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017 (S.I. 2017/692);
“supervised”: a person is supervised by a supervisory authority if regulation 7(1) of the Money Laundering Regulations provides that it is a supervisory authority for that person;
“supervisory authority” means an authority that is a supervisory authority under the Money Laundering Regulations (see regulation 7 of those Regulations).
(1) The “required information” about the applicant, in the case of a firm that is applying to become an authorised corporate service provider, means—
(a) firm name,
(b) principal office,
(c) a service address,
(d) an email address,
(e) the legal form of the firm and the law by which it is governed, ...
(ea) any registration number allocated to the firm in respect of its registration in a register maintained under regulation 54 or 55 of the Money Laundering Regulations, and
(f) if applicable, any other register in which it is entered (including details of the state) and its registration number in that register.
(2) The “required information” about the applicant, in the case of an individual who is applying to become an authorised corporate service provider, means—
(a) name, nationality and date of birth,
(b) a service address,
(c) an email address, ...
(d) the part of the United Kingdom in which the person is usually resident or, if the person is usually resident in a country or state outside the United Kingdom, that country or state , and
(e) any registration number allocated to the individual in respect of their registration in a register maintained under regulation 54 or 55 of the Money Laundering Regulations.
(3) In subsection (2)(a) “name” means forename and surname.
(4) Where the applicant is a peer or an individual usually known by a title, the requirement for the application to contain their name may be satisfied by providing that title instead of the individual’s forename and surname.
(4A) For the purposes of this section “Money Laundering Regulations” has the meaning given by section 1098B(8) (application to become authorised corporate service provider).
(5) The Secretary of State may by regulations—
(a) amend this section so as to change the required information about the applicant in the case of a firm or individual applying to become an authorised corporate service provider;
(b) repeal subsection (4).
(6) Regulations under this section are subject to affirmative resolution procedure.
1098D Delivery of applications under section 1098B on behalf of a firm
An application under section 1098B by a firm mentioned in the first column of the table—
(a) must be delivered to the registrar on its behalf by a relevant officer mentioned in the second column who is an individual (see also section 1067A(2)), and
(b) must be accompanied by a statement by the individual confirming their status as a relevant officer of the firm.
Firm | Relevant officer
company | director
body corporate other than a company | where the body’s affairs are managed by its members, a member of the body; in any other case, any officer of the body whose functions correspond to that of a director of a company.
partnership | in relation to a limited partnership, a general partner as defined by section 3 of the Limited Partnerships Act 1907; in relation to any other partnership, a member of the partnership
unincorporated body other than a partnership | where the body’s affairs are managed by its members, a member of the body; in any other case, a member of the governing body.
1098E Updating duties of authorised corporate service providers
(1) A person who is an authorised corporate service provider must notify the registrar of any change in its supervisory authority or authorities for the purposes of the Money Laundering Regulations within the period of 14 days beginning with the date on which the change occurs.
(2) Where the change is the result of an agreement under regulation 7(2) of the Money Laundering Regulations, for the purposes of this section the change is not to be treated as having occurred until the authority that has agreed to act notifies the person or publishes the agreement under regulation 7(3).
(3) A person who, without reasonable excuse, fails to comply with this section commits an offence.
(4) Where the offence is committed by a firm, every officer of the firm who is in default also commits the offence.
(5) A person guilty of an offence under this section is liable on summary conviction—
(a) in England and Wales, to a fine;
(b) in Scotland or Northern Ireland, to a fine not exceeding level 5 on the standard scale and, for continued contravention, a daily default fine not exceeding one-tenth of level 5 on the standard scale.
(6) In this section “Money Laundering Regulations” and “supervisory authority” have the meanings given by section 1098B(8).
1098F Ceasing to be an authorised corporate service provider
(1) A person ceases to be an authorised corporate service provider if the person ceases to be a relevant person as defined by regulation 8(1) of the Money Laundering Regulations.
(2) The Secretary of State may by regulations—
(a) provide for other circumstances in which a person ceases to be an authorised corporate service provider, whether automatically or as a result of a decision taken by the registrar;
(b) provide for circumstances in which the registrar may suspend a person’s status as an authorised corporate service provider pending a decision by the registrar under regulations made by virtue of paragraph (a).
(3) The provision that can be made under subsection (2) includes provision as to—
(a) procedure;
(b) the period of a suspension;
(c) the revocation of a suspension.
(4) The provision that can be made in regulations under subsection (2) includes provision conferring a discretion on the registrar.
(5) Regulations under subsection (2) are subject to affirmative resolution procedure.
(6) In this section “Money Laundering Regulations” has the meaning given by section 1098B(8).
1098G Power to impose duties to provide information
(1) The Secretary of State may by regulations require a person who is or has been an authorised corporate service provider to provide information to the registrar in accordance with the regulations (including information for the purpose of monitoring compliance with the requirements of this Act).
(2) The provision that may be made by regulations under subsection (1) includes provision requiring information to be provided on request, on the occurrence of an event or at regular intervals.
(3) The circumstances that may be specified under section 1098F(2) include failure to comply with a requirement under subsection (1).
(4) Regulations under this section may create offences in relation to failures to comply with requirements imposed by the regulations.
(5) The regulations must provide for any such offence to be punishable on summary conviction—
(a) in England and Wales with a fine;
(b) in Scotland or Northern Ireland, with a fine not exceeding level 5 on the standard scale and, for continued contravention, a daily default fine not exceeding one-tenth of level 5 on the standard scale.
(6) The provision that can be made in regulations under this section includes provision conferring a discretion on the registrar.
(7) Regulations under this section are subject to affirmative resolution procedure.
1098H Power to enable authorisation of foreign corporate service providers
(1) The Secretary of State may by regulations make provision for the purposes of enabling a person who is subject to a relevant regulatory regime under the law of a territory outside the United Kingdom to become an authorised corporate service provider, even if the person is not a relevant person as defined by regulation 8(1) of the Money Laundering Regulations.
(2) In subsection (1) “relevant regulatory regime” means a regulatory regime that, in the opinion of the Secretary of State, has similar objectives to the regulatory regime under the Money Laundering Regulations for relevant persons and is likely to be no less effective in achieving those objectives.
(3) Regulations under this section—
(a) may amend any of sections 1098B to 1098G or insert new sections into this Act;
(b) may make consequential amendments or repeals in other provisions of this Act.
(4) Regulations under this section are subject to affirmative resolution procedure.
(5) In this section “Money Laundering Regulations” has the meaning given by section 1098B(8).
(1) The registrar of companies must keep an index of the names of the companies and other bodies to which this section applies.
This is “the registrar's index of company names”.
(2) This section applies to—
(a) UK-registered companies;
(b) any body to which any provision of the Companies Acts applies by virtue of regulations under section 1043 (unregistered companies); and
(c) overseas companies that have registered particulars with the registrar under section 1046, other than companies that appear to the registrar not to be required to do so.
(3) This section also applies to—
(a) limited partnerships registered in the United Kingdom (within the meaning of section 3 of the Limited Partnerships Act 1907);
(b) limited liability partnerships incorporated in the United Kingdom;
(c) UK Economic Interest Groupings;
(ca) EEIG establishments, within the meaning of regulation 2(1) of the European Economic Interest Grouping Regulations 1989;
(d) open-ended investment companies authorised in the United Kingdom;
(e) societies registered under the Industrial and Provident Societies Act 1965 (c. 12) or the Co-operative and Community Benefit Societies Act 2014.
(f) protected cell companies registered under Part 4 of the Risk Transformation Regulations 2017.
(f) charitable incorporated organisations within the meaning of Part 11 of the Charities Act 2011;
(g) Scottish charitable incorporated organisations within the meaning of Chapter 7, Part 1 of the Charities and Trustee Investment (Scotland) Act 2005 (asp 10)
(4) The Secretary of State may by order amend subsection (3)—
(a) by the addition of any description of body;
(b) by the deletion of any description of body.
(5) Any such order is subject to negative resolution procedure.
1101 Power to amend enactments relating to bodies other than companies
(1) The Secretary of State may by regulations amend the enactments relating to any description of body for the time being within section 1099(3) (bodies other than companies whose names are to be entered in the registrar's index), so as to—
(a) require the registrar to be provided with information as to the names of bodies registered, incorporated, authorised or otherwise regulated under those enactments, and
(b) make provision in relation to such bodies corresponding to that made by—
section 66 (company name not to be the same as another in the index), and
sections 67 and 68 (power to direct change of company name in case of similarity to existing name).
(2) Regulations under this section are subject to affirmative resolution procedure.
(1) The provisions listed below apply to all documents required to be delivered to the registrar under any provision of—
(a) the Companies Acts, or
(b) the Insolvency Act 1986 (c. 45) or the Insolvency (Northern Ireland) Order 1989 (S.I. 1989/2405 (N.I. 19)).
(2) The Secretary of State may make provision by regulations applying all or any of the listed provisions, with or without modifications, in relation to documents delivered to the registrar under any other enactment.
(3) The provisions are—
section 1103 (documents to be drawn up and delivered in English),
section 1104 (documents relating to Welsh companies),
section 1105 (documents that may be drawn up and delivered in other languages),
section 1107 (certified translations).
(4) Regulations under this section are subject to negative resolution procedure.
1103 Documents to be drawn up and delivered in English
(1) The general rule is that all documents required to be delivered to the registrar must be drawn up and delivered in English.
(2) This is subject to—
section 1104 (documents relating to Welsh companies) and
section 1105 (documents that may be drawn up and delivered in other languages).
(1) Documents relating to a Welsh company may be drawn up and delivered to the registrar in Welsh.
(2) On delivery to the registrar any such document must be accompanied by a certified translation into English, unless it is—
(a) of a description excepted from that requirement by regulations made by the Secretary of State, or
(b) in a form prescribed in Welsh (or partly in Welsh and partly in English) by virtue of section 26 of the Welsh Language Act 1993 (c. 38).
(3) Where a document is properly delivered to the registrar in Welsh without a certified translation into English, the registrar must obtain such a translation if the document is to be available for public inspection.
The translation is treated as if delivered to the registrar in accordance with the same provision as the original.
(4) A Welsh company may deliver to the registrar a certified translation into Welsh of any document in English that relates to the company and is or has been delivered to the registrar.
(5) Section 1105 (which requires certified translations into English of documents delivered to the registrar in another language) does not apply to a document relating to a Welsh company that is drawn up and delivered in Welsh.
1105 Documents that may be drawn up and delivered in other languages
(1) Documents to which this section applies may be drawn up and delivered to the registrar in a language other than English, but when delivered to the registrar they must be accompanied by a certified translation into English.
(2) This section applies to—
(a) agreements required to be forwarded to the registrar under Chapter 3 of Part 3 (agreements affecting the company's constitution);
(b) documents required to be delivered under section 400(2)(e) or section 401(2)(f) (company included in accounts of larger group: required to deliver copy of group accounts);
(c) certified copies delivered under Part 25 (company charges);
(d) documents of any other description specified in regulations made by the Secretary of State.
(3) Regulations under this section are subject to negative resolution procedure.
(1) A company may deliver to the registrar one or more certified translations of any document relating to the company that is or has been delivered to the registrar.
(2) The Secretary of State may by regulations specify—
(a) the languages, and
(b) the descriptions of document,
in relation to which this facility is available.
(3) The regulations must provide that it is available as from 1st January 2007—
(a) in relation to all the official languages of the European Union, and
(b) in relation to all documents subject to the Directive disclosure requirements (see section 1078).
(4) The power of the registrar to impose requirements as to the form and manner of delivery includes power to impose requirements as to the identification of the original document and the delivery of the translation in a form and manner enabling it to be associated with the original.
(5) Regulations under this section are subject to negative resolution procedure.
(6) This section does not apply where the original document was delivered to the registrar before this section came into force.
(1) In this Part a “certified translation” means a translation certified to be a correct translation.
(2) In the case of any discrepancy between the original language version of a document and a certified translation—
(a) the company may not rely on the translation as against a third party, but
(b) a third party may rely on the translation unless the company shows that the third party had knowledge of the original.
(3) A “third party” means a person other than the company or the registrar.
1108 Transliteration of names and addresses: permitted characters
(1) Names and addresses in a document delivered to the registrar must contain only letters, characters and symbols (including accents and other diacritical marks) that are permitted.
(2) The Secretary of State may make provision by regulations—
(a) as to the letters, characters and symbols (including accents and other diacritical marks) that are permitted, and
(b) permitting or requiring the delivery of documents in which names and addresses have not been transliterated into a permitted form.
(3) Regulations under this section are subject to negative resolution procedure.
1109 Transliteration of names and addresses: voluntary transliteration into Roman characters
(1) Where a name or address is or has been delivered to the registrar in a permitted form using other than Roman characters, the company (or other body) to which the document relates may deliver to the registrar a transliteration into Roman characters.
(2) The power of the registrar to impose requirements as to the form and manner of delivery includes power to impose requirements as to the identification of the original document and the delivery of the transliteration in a form and manner enabling it to be associated with the original.
1110 Transliteration of names and addresses: certification
(1) The Secretary of State may make provision by regulations requiring the certification of transliterations and prescribing the form of certification.
(2) Different provision may be made for compulsory and voluntary transliterations.
(3) Regulations under this section are subject to negative resolution procedure.
(1) For the purposes of this Act an individual’s “identity is verified” if—
(a) the individual’s identity has been verified by the registrar in accordance with regulations under section 1110B, or
(b) a verification statement in respect of the individual has been delivered to the registrar,
and the individual has not, since then, ceased to be an individual whose identity is verified by virtue of regulations under subsection (6).
(2) A verification statement is a statement by an authorised corporate service provider confirming that it has verified an individual’s identity in accordance with regulations under section 1110B.
(3) A verification statement must also specify the authorised corporate service provider’s supervisory authority or authorities for the purposes of the Money Laundering Regulations.
(4) The Secretary of State may by regulations make further provision about the contents of verification statements (including provision amending this section).
(5) Where a person is required or authorised by any other provision to deliver a statement to the registrar that an individual’s identity is verified, that statement may be delivered at the same time as the verification statement by virtue of which the individual becomes someone whose identity is verified under subsection (1)(b).
(6) The Secretary of State may by regulations provide for circumstances in which someone ceases to be an individual whose identity is verified.
(7) The provision that can be made under subsection (6) includes—
(a) provision to confer a discretion on the registrar;
(b) provision that someone ceases to be an individual whose identity is verified unless, within a specified period of time—
(i) their identity is reverified by the registrar in accordance with regulations under section 1110B, or
(ii) an authorised corporate service provider delivers to the registrar a statement: (A) confirming that it has reverified the individual’s identity in accordance with regulations under section 1110B, (B) specifying the authorised corporate service provider’s supervisory authority or authorities for the purposes of the Money Laundering Regulations, and (C) containing anything else required by the regulations.
(8) Regulations under this section are subject to affirmative resolution procedure.
(9) In this section—
“Money Laundering Regulations” means the Money Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017 (S.I. 2017/692);
“supervisory authority” means an authority that is a supervisory authority under the Money Laundering Regulations (see regulation 7 of those Regulations).
(1) The Secretary of State may by regulations make provision for and in connection with verification or reverification of an individual’s identity for the purposes of this Act by the registrar or by an authorised corporate service provider.
(2) The regulations may, in particular, make provision about—
(a) the procedure for verifying or reverifying an individual’s identity, including the evidence required;
(b) the records that a person who is or has been an authorised corporate service provider is required to keep in connection with the verification or reverification of an individual’s identity.
(3) The regulations may create offences in relation to failures to comply with requirements imposed by virtue of subsection (2)(b).
(4) The regulations must provide for any such offence to be punishable—
(a) on conviction on indictment, by imprisonment for a term not exceeding two years or a fine (or both);
(b) on summary conviction—
(i) in England and Wales, by imprisonment for a term not exceeding the general limit in a magistrates’ court or a fine (or both);
(ii) in Scotland, by imprisonment for a term not exceeding 12 months or a fine not exceeding the statutory maximum (or both) and, for continued contravention, a daily default fine not exceeding one-fifth of the statutory maximum;
(iii) in Northern Ireland, by imprisonment for a term not exceeding 6 months or a fine not exceeding the statutory maximum (or both) and, for continued contravention, a daily default fine not exceeding one-fifth of the statutory maximum.
(5) The provision that can be made in regulations under this section includes provision conferring a discretion on the registrar, including provision conferring power to impose requirements by registrar’s rules.
(6) Regulations under this section are subject to affirmative resolution procedure.
1110C Identity verification: exemption on national security grounds etc
(1) The Secretary of State may, by written notice given to a person, provide for one or more of the effects listed in subsection (2) to apply in relation to the person, if satisfied that to do so is necessary—
(a) in the interests of national security, or
(b) for the purposes of preventing or detecting serious crime.
(2) The effects for which the notice may provide are that—
(a) where a statement of proposed officers names the person as a director, section 12(2A) does not require a statement under that subsection to be made in relation to the person;
(b) section 167G(3)(c) does not apply in relation to a notice of the person having become a director;
(c) section 167M(1) does not apply in relation to the person and section 167M(2) does not impose any obligation on a company in relation to the person;
(d) section 167N(1) does not apply in relation to the person;
(e) section 1067A does not apply in relation to the delivery of documents to the registrar by the person on their own behalf or on behalf of another;
(f) section 1098B(2)(c) does not apply in relation to the person.
(3) For the purposes of subsection (1)(b)—
(a) “crime” means conduct which—
(i) constitutes a criminal offence, or
(ii) is, or corresponds to, any conduct which, if it all took place in any one part of the United Kingdom, would constitute a criminal offence, and
(b) crime is “serious” if—
(i) the offence which is or would be constituted by the conduct is an offence for which the maximum sentence (in any part of the United Kingdom) is imprisonment for 3 years or more, or
(ii) the conduct involves the use of violence, results in substantial financial gain or is conduct by a large number of persons in pursuit of a common purpose.