Under new regulations that came into force on 1 January 2007, the longstanding statutory requirement for companies to state certain particulars on their stationery and other hardcopy documents has been extended to websites and various electronic communications.
The regulations amend the relevant provisions of the Companies Act 1985 (and corresponding Northern Ireland legislation). It is now an offence, among other things, for a company incorporated under the Companies Acts (or the Northern Ireland legislation) not to state:
- the company’s name
- its place of registration and the number with which it is registered, and
- the address of its registered office,
on all the company’s websites and all its business letters and order forms that are in electronic form.
Most companies’ correspondence is now conducted primarily by email. Email messages are therefore potentially business letters in electronic form for these purposes.
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Under new regulations that came into force on 1 January 2007, the longstanding statutory requirement for companies to state certain particulars on their stationery and other hardcopy documents has been extended to websites and various electronic communications.
The regulations amend the relevant provisions of the Companies Act 1985 (and corresponding Northern Ireland legislation). It is now an offence, among other things, for a company incorporated under the Companies Acts (or the Northern Ireland legislation) not to state:
- the company’s name
- its place of registration and the number with which it is registered, and
- the address of its registered office,
on all the company’s websites and all its business letters and order forms that are in electronic form. If the company is an investment company within the meaning of section 266 of the 1985 Act, that must be stated, too. If the amount of the company’s share capital is stated, the amount must be its paid-up share capital.
Most companies’ correspondence is now conducted primarily by email. Email messages are therefore potentially business letters in electronic form for these purposes, and companies should consider adding the required information to the boilerplate language that typically appears automatically at the end of all their emails. In the case of groups of companies, where staff may send emails on behalf of different group companies from time to time, it may be advisable to include the relevant information for all those companies (provided that the signatory always makes clear the identity of the particular company on whose behalf the email is being sent).
Similarly, websites may in practice feature numerous group companies. It is advisable to include the required details of all the companies and not just those of the parent company.
The requirement to state the company’s name (but not the other particulars) also applies to a range of other documents in electronic form, including, for example, notices and other official publications, bills of exchange, promissory notes, orders for money or goods purporting to be signed by or on behalf of the company, invoices, receipts and letters of credit. In many cases, companies will already be doing this as a matter of course.
The regulations also amend the Insolvency Act 1986 (and corresponding Northern Ireland legislation) so as to require companies that are being wound up to state this on their websites and in various electronic documents.
Click here to see the Companies (Registrar, Languages and Trading Disclosures) Regulations 2006 (SI 2006 No. 3429).
This article was written for Law-Now, CMS Cameron McKenna's free online information service. To register for Law-Now, please go to www.law-now.com/law-now/mondaq
Law-Now information is for general purposes and guidance only. The information and opinions expressed in all Law-Now articles are not necessarily comprehensive and do not purport to give professional or legal advice. All Law-Now information relates to circumstances prevailing at the date of its original publication and may not have been updated to reflect subsequent developments.
The original publication date for this article was 08/01/2007.
