Brainscape's Knowledge GenomeTM

Browse over 1 million classes created by top students, professors, publishers, and experts.


See full index

BLP > Forming A Company > Flashcards

Forming A Company Flashcards

1
Q

Leg for applying to companies name tribunal to challenge a name

A

S69 CA 2006

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
2
Q

Form to set up a company

A

INO1

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
3
Q

Leg under which registrar issued certificate of incorporation

A

S14 and S15

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
4
Q

Docs to submit to set up a company

A

Application for registration of company
Memorandum of understanding
Articles of association

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
5
Q

What is included in the application for registration as a company?

A

Statement of capital
Statement of proposed officers
Statement of compliance

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
6
Q

Statement of capital

A

State number of shares for subscribers of memorandum, type and value. Identify these people and if they are ordinary or preference shares

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
7
Q

Statement of proposed officers

A

Who will be director (person or company) need one

Who will be secretary (person or company) not essential

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
8
Q

Statement of compliance

A

Must be done by each subscriber

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
9
Q

Articles of association

A

How the company is run

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
10
Q

Memorandum of understanding

A

Subscribing to memorandum is agreeing to become a member of the company and taking at least one share each

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
11
Q

Post incorporation steps of forming a company

A

Elect chairman
Report of incorporation (who will be director and secretary)
Register bank account in company name
Company seal (S45) or two signatures of directors (S44)
Prepare a date to be last day in financial year to take up accounts (S392)
Appoint auditor
Employment contracts with directors
Keep company records
CT41G for tax
Register for NI

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
12
Q

Leg for seals

A

S45 - seal

S44 - two signatures

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
13
Q

Leg for changing last day in financial year

A

S392

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
14
Q

Form to get taxed

A

CT41G

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
15
Q

Notice required for board meeting

A

Appropriate and reasonable notice given by secretary or director to all directors

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
16
Q

Leg to change name of company

A

Shareholder special resolution under S78

Or other method specified in articles under S79

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
17
Q

Form to change office

A

AD01

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
18
Q

Form to change accounting reference date

A

AA01

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
19
Q

Form for appointment or resignation of a director

A

AP01

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
20
Q

Form for appointment of secretary

A

AP03

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
21
Q

Do ST and Ps need to disclose their address for service and identify

A

Yes

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
22
Q

Can STs and Ps have floating charges

A

No only companies and LLPs

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
23
Q

Do private companies limited by shares need to register before trading

A

Yes

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
24
Q

When can the corporate veil be pierced

A

When a person is under an existing legal ob or liability
Or
Is subject to existing legal restrictions which they deliberately evade

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
25
Q

What effect does piercing the corporate veil have

A

Only to deprive them of the advantage they otherwise would have obtained through separate legal personality

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
26
Q

Can private and public companies both issues shares

A

Yes

Public companies to the public (both traded and unlisted) and private companies to connected individuals

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
27
Q

Requirements to pass a special resolution to become a publicly traded company

A

At least £50k allocated share capital

Each share paid up to at least 1/4 of nominal value plus whole of premium

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
28
Q

Can a company begin as a publicly traded company

A

No must satisfy reputation, size, growth requirements

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
29
Q

When does an LLP come into existence

A

When certificate of incorporation is issued

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
30
Q

Do LLPs have a default contract if members don’t agree one

A

Yes in the LLP regs

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
31
Q

Does LLP have separate legal personality

A

Yes

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
32
Q

How are members of an LLP taxed

A

As self employed persons

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
33
Q

Requirements for overseas companies setting up a branch in U.K.

A

Must register details within 1 month of opening

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
34
Q

What docs to send to CH to incorporate a company

A

INO1
Articles
MOU

35
Q

What must a certificate of incorporation state

A

If registered office is in England Scotland or Wales
Public or private
Name and registration number
Date of incorporation
Limited or unlimited by shares or guarantee

36
Q

When incorporating a company does it need to register with HMRC for tax

A

Yes if INO1 is not electric register within 3 months. If INO1 is electric is happens automatically

37
Q

What is a statement of compliance to confirm

A

That they have met the requirements of CA 2006

38
Q

What info is required to complete the INO1

A 
Name
Ds
Secretary
S
Statement of capital
Constitution. 
People with significant control 
Statement of compliance
39
Q

Brackets of PSC on INO1

A

25-50
50-75
Over 75%

40
Q

Who are PSC

A 
Hold more than 25% of share of company 
Or 
Hold more than 25% voting rights in company 
Or
Hold right to appoint or remove D
41
Q

What is included in the constitution

A 
MOU
Articles 
Certificate of incorporation 
Current statement of capital
Any court orders 
Legislation altering the company’s constitution 
Shareholder resolution affecting con
Some agreements involving S
42
Q

What are the company articles

A

Rules

43
Q

What is the MOU

A

Statement they will become members and how many shares they will have

44
Q

Who must sign MOU

A

Shareholders

45
Q

What do companies incorporated pre-Oct 2009 have instead of MAs

A

Table A articles

46
Q

How much notice was required for a GM under table A articles

A

21 days if special resolution was proposed

Under MA 14 clear days no matter what kind of res is proposed

47
Q

What is a statement of capital

A

Info about the shares

Type, value, number

48
Q

How is the company’s share capital determined

A

By the total nominal value of the shares

49
Q

What are the prescribed particulars

A

What share of dividends S receives
Whether they can exchange (redeem) them for money
Whether they can vote on certain company matters
And
How many votes their shares entitle them to have

50
Q

Sold at par value

A

Sold for nominal value

51
Q

What are the first S called

A

Subscribers

52
Q

What details of subscribers need to be on INO1

A

Names addresses and details of shares

53
Q

Is there a max number of S

A

No

54
Q

How many S are needed to incorporate a company

A

1

55
Q

Do all companies have to have a secretary

A

No private companies don’t have to have one but public companies do

56
Q

What details of secretaries must be on INO1

A

Name and service address

57
Q

Can D also be a secretary

A

Yes

58
Q

If D liable if secretary fails to carry out duties

A

Yes

59
Q

What info about Ds must be on INO1

A

Names and DOB
Service address
Residential address

60
Q

How many Ds are needed

A

1 if private company

2 if public company

61
Q

Is Ds residential address public

A

No but is shared with some people

62
Q

Can Ds registered address and service address be the same

A

Yes

63
Q

Can D apply to have residential address kept private

A

Yes if there is evidence of serious risk of violence or intimidation to D or Ds family

64
Q

What must a company name end with

A

Private - Ltd or limited

Public - PLC or public limited company

65
Q

How to change registered office

A

Board resolution

AD01

66
Q

When does a change of registered address take place

A

When registrar changes it

67
Q

What if docs are sent to old address

A

They are deemed to be sent to registered address if send within 14 days of change

68
Q

What are the statutory books

A

Register of S
Register of Ds
Register of Ds residential addresses

69
Q

Does a company need to register a trading name

A

No just the registered name. This can be different

70
Q

Where must a company’s registered office be

A

Must have a registered office in same part of U.K. as company is registered

71
Q

What sort of resolution is needed to covert to a public company

A

A special resolution by S

72
Q

What needs to be changed when a company becomes public

A

Company name

Articles

73
Q

Does a company need a trading certificate when converting to a public company

A

No just a new certificate of incorporation

74
Q

When a company become public when do the new name and articles take effect

A

On the issue of the certificate of incorporation

75
Q

What to file at CH when converting a private company to a public company

A 
Special res 
Application for re registration
Revised articles
Balance sheet
Written statement from auditor 
Valuation report on any shares allocated for non-cash consideration between date of balance sheet and passing of special res
76
Q

Does a public company need a trading certificate

A

Yes of beginning as a public company but not if transitioning from private to public

77
Q

What is a trading certificate

A

Proof it can trade , borrow and has met allocated share capital requirements

78
Q

Post incorporation steps

A 
Allocate chair
Seal- 1 signature and 1 witness to attest as well
Bank account optional- Mandate to tell bank who is authorised to deal 
Name 
Accounting reference date
Service contracts
Tax registration 
Appoint auditor
79
Q

What is the accounting reference date

A

The date up to which it must prepare its annual accounts

80
Q

What is the default accounting reference date

A

The last date of the month in which the company was incorporated

81
Q

How to change accounting reference date

A

Board resolution

AA01

82
Q

Restrictions to changing accounting reference date

A

Cannot be extended so that reference period lasts more than 18 months

Cannot be extended less than 5 years after the end of an earlier accounting reference period of the company that was also extended

83
Q

Which companies are required to prepare annual accounts

A

All apart from small companies

84
Q

Who decides service contracts

A

Board of Ds unless for more than 2 years then ordinary S res

BLP (22 decks)

Brainscape helps you reach your goals faster, through stronger study habits.
© 2025 Bold Learning Solutions. Terms and Conditions