As an entrepreneur, starting your own business is thrilling. You can take so many different directions once you leave “the man” or decide to go into business for yourself.
Unfortunately, there are also a lot of legal issues that may surprise new entrepreneurs who have never run their businesses before. This is because all companies must observe legislation governing the operation of companies in the United Kingdom. This legislation provides for regulations that concern company formation, registration, and compliance requirements.
By observing this legislation, it will be possible to ensure that all legal requirements are met while protecting both your company and yourself as the director from criminal liability.
The following are some of the legal requirements you should know about to ensure that your business operates per the law while avoiding repeating mistakes made by less responsible directors in similar circumstances.
To form a limited company under UK law, you must register it with the Registrar of Companies. This registration is conclusive evidence that a company exists. Its particulars also must be recorded in the public records, which the Registrar maintains for this purpose. To register a company in the UK, you need certain documents. They include:
The memorandum contains certain information of the company’s initial shareholders and a record of any restrictions on their shares in terms of numbers or percentages. The articles comprise the rules upon which the company is governed.
Finally, when choosing a name for your company, you should ensure that it isn’t too similar to an existing one. In addition, you should be aware that if it sounds similar, this can lead to problems at a later date when transferring or dissolving it.
You must check to ensure that your business name isn’t too similar to an existing one. If it is, this can lead to problems later when dissolving or transferring the company. This is because your new company could end up having issues with its bank account and credit card account and may even find itself threatened with legal action for infringing the original company’s intellectual property rights (trademark and patent).
Finally, be wary of checking names on the internet – many companies use their trade name as their domain name. So by searching online, you risk running into false results, which will waste valuable time.
A company director must comply with specific statutory duties throughout their period in office. Some directors ignore or overlook these requirements and find themselves in trouble, possibly even facing criminal charges. By taking particular care over compliance with the following legal requirements, you can make sure that your business operates legally and protect you from liability:
A director must provide full disclosure to the company of all material facts which could affect its decision-making and performance. Failure to do this will be a breach of duty that will attract potential compensation claims by members or creditors against any such director who failed to disclose such information. There is also a provision within the Companies Act 2006 through which companies may claim exemplary damages if their directors’ actions are particularly unreasonable or reckless.
A director may be disqualified from acting due to their conduct, convictions, and bankruptcy. You must be aware of your legal obligations in protecting the company against disqualification to continue to function despite any such change in personnel. The following requirements apply:
These duties apply to any director who is also a shareholder/member or their close relatives and require that they:
Directors owe additional unforeseen duties such as:
Companies must have a Memorandum and Articles of Association that set out their aims and objectives describing the rights and responsibilities of their members, officers, and shareholders. You must ensure that your business has such documentation in place at all times to reduce the risk of disputes arising about company affairs. Furthermore, if there is no formal documentation in place, any decisions are taken (for example, by board resolutions) may be vulnerable to a legal challenge from disgruntled members or creditors.
The Certificate of Incorporation is an official document that proves that a company exists. You must keep this Certificate safe and ensure that it is updated if any changes to your business structure or registered address, for example. It contains further details about its formation, such as:
As with other business structures, companies must keep accurate records that document how they conduct their day-to-day affairs. These include:
Starting your own company is not only a fantastic feeling but also an exciting one. There is a legal basis for each of the duties as mentioned above. If you fail to comply, the business could be at risk. It is recommended that you seek professional advice from a specialist company compliance lawyer before commencing your new venture to avoid any issues.
Also, by following these steps closely, you can ensure that you do not end up running your business in the wrong way and facing legal action due to non-compliance with any of the legal requirements discussed above.
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