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Lecture notes Business Law and Practice (LW1704) Companies Notes

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Lecture notes on public and private companies and what a company can do on incorporation - fourth year MLaw

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Companies


 Owned by shareholders, managed by directors
 Chartered companies (Royal Charter)
 Statutory companies (Act of Parliament)
 Registered companies  approximately 3 million
o Public Company Limited by shares  offer shares to public  larger 
minimum share capital requirements  subject to additional requirements
on accounting  may be listed on the stock exchange
o Private Company Limited by shares  share capital  small – medium
o Company Limited by Guarantee  no share capital  not for profit
organisations  members rather than shareholders  liability limited to the
amount they have undertaken to guarantee s.3 CA
o Unlimited Company  can have share capital but no requirement 
unpopular  appropriate if small or if 2 companies come together
o Community interest company  can have share capital depending on
structure e.g. private limited, public limited or limited by guarantee  use
profits and assets for public good but not a charity.
• Private company  s.4(1) CA
o ‘a company that is not a public company’
 Public company  s.4(2) CA
o 'a company limited by shares or limited by guarantee and having a share capital
 a) whose certificate of incorporation states that it is a public company,
and
 b) in relation to which the requirements of this Act, or the former CAs, as
to registration or re-registration as a public company have been
complied with on or after the relevant date.

Private Limited Company
 Name ends in Limited or Ltd
 No minimum share capital
 May not offer shares to the public  s.755 CA  would have to turn into a public
limited company.
 Must have at least one director  s.154(1) CA.
 No requirement to have a company secretary  may have one to deal with CH filing
requirements.

Public Limited Company
 Name ends in public limited company or plc.
 May sell shares and loan stock to the public.
 s.763 CA  minimum allotted share capital of £50,000
 25% of share capital must be paid up  together with any premium on shares.
 May be listed on the Stock Exchange, AIM (alternative investment market) or
another market but not obligatory
 S.154(2) CA  minimum of 2 directors.

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