Butterworths company law handbook

Butterworths Company Law Handbook is widely regarded as the essential company law reference work, setting out the most important statutes, statutory instruments and European legislation in this field. Known to many as "the Blue Book", Butterworths Company Law Handbook is published annually and also provides comprehensive coverage of the legislation governing partnerships, limited liability partnerships and insolvency.This edition contains: *The Companies Act 2006 in full, including all amendments, and with detailed notes as to commencement and transitional provisions (Part 1: The Companies Act 2006) *All commencement orders for the 2006 Act are included in full together with an 'at a glance' table of commencements for all sections and Schedules of the 2006 Act (Part 2: Companies Act 2006 commencement orders, etc) *The Explanatory Notes to the Companies Act 2006 together with Tables of Origins and Destinations (Part 3: Companies Act 2006 supporting materials) *All statutory instruments made under the 2006 Act are covered, either in full or, in the case of amending material, in the form of a note (Part 4: Companies Act 2006 statutory instruments) *Pre-2006 companies legislation including the Companies Act 1985 (in so far as currently in force), the Company Directors Disqualification Act 1986, the Companies Act 1989, the insider dealing provisions of the Criminal Justice Act 1993, and the Companies (Audit, Investigations and Community Enterprise) Act 2004 are included, together with the statutory instruments made under those Acts that are still in force (Part 5: Pre-2006 companies primary legislation and Part 6: Statutory instruments made under pre-2006 companies legislation) *The relevant provisions of FSMA 2000 (as amended by the Financial Services Act 2012) and the relevant provisions of FSA 2012 itself, together with the essential statutory instruments made under those Acts (Part 7: The Financial Services and Markets Act 2000 & Financial Services Act 2012; and Part 8: Financial Services and Markets Act 2000 & Financial Services Act 2012 statutory instruments) *Relevant provisions pertaining to the law of insolvency, partnerships, limited liability partnerships are included (Part 9: Miscellaneous other primary legislation and Part 10: Miscellaneous other statutory instruments) *The Handbook also contains over twenty-five pieces of European legislation covering such topics as insolvency, market abuse, takeovers, prospectuses and transparency (Part 11: EU Materials) *The 2006 Act Model Articles as well as Table A to the Companies Acts of 1948 and 1985 (Appendices 1-3) *New Appendices for this edition list and summarise all statutory instruments made under the Companies Act 2006, FSMA 2000, and the Financial Services Act 2012 (Appendices 4-6). Recent developments which have been included and reflected in the twenty-seventh edition include: *FSA 2012 and the Financial Services Act 2012 (Misleading Statements and Impressions) Order 2013 *Companies Act 2006 (Amendment of Part 25) Regulations 2013 (which repeal and replace the CA2006 provisions relating to the registration of company charges) *Companies Act 2006 (Amendment of Part 18) Regulations 2013 (amendments relating to acquisition by limited company of its own shares) *Companies and Limited Liability Partnerships (Accounts and Audit Exemptions and Change of Accounting Framework) Regulations 2012 (amendments to CA2006 and Regulations made under it relating to: exemption from audit, the requirements to prepare individual accounts and to deliver individual accounts to the registrar of companies, and the applicable accounting framework for individual and group company accounts) *Other amending statutory instruments new to this edition include: the Uncertificated Securities (Amendment) Regulations 2013, the Collective Investment in Transferable Securities (Contractual Scheme) Regulations 2013, the Limited Liability Partnerships (Application of Companies Act 2006) (Amendment) Regulations 2013, the FSMA 2000 (Over the Counter Derivatives, Central Counterparties and Trade Repositories) Regulations 2013, the Statutory Auditors and Third Country Auditors Regulations 2013, the Alternative Investment Fund Managers Regulations 2013, the FSMA 2000 (Regulated Activities) (Amendment) Order 2013, and the FSMA 2000 (Regulated Activities) (Amendment) (No 2) Order 2013.A comprehensive index and a glossary of words and phrases complete this invaluable book, which is an essential reference source for company lawyers, accountants, company secretaries, tax advisers, students and those involved in the financial services industry.

Part 1 The Companies Act 2006 Companies Act 2006
Part 2 Companies Act 2006 commencement orders, etc Companies Act 2006 (Commencement No 1, Transitional Provisions and Savings) Order 2006
Companies Act 2006 (Commencement No 2, Consequential Amendments, Transitional Provisions and Savings) Order 2007
Companies Act 2006 (Commencement No 3, Consequential Amendments, Transitional Provisions and Savings) Order 2007
Companies Act 2006 (Commencement No 4 and Commencement No 3 (Amendment)) Order 2007
Companies Act 2006 (Commencement No 5, Transitional Provisions and Savings) Order 2007
Companies Act 2006 (Commencement No 6, Saving and Commencement Nos 3 and 5 (Amendment)) Order 2008
Companies Act 2006 (Commencement No 7, Transitional Provisions and Savings) Order 2008
Companies Act 2006 (Commencement No 8, Transitional Provisions and Savings) Order 2008
Table of Commencements for the Companies Act 2006
Part 3 Companies Act 2006 Supporting Materials Explanatory Notes to the Companies Act 2006
Table of Origins for the Companies Act 2006
Tables of Destinations (Companies Acts 1985 and 1989)
Ministerial Statements on Duties of Directors
Part 4 Companies Act 2006 statutory instruments Introduction: Statutory instruments made under the Companies Act 2006
Companies (Registrar, Languages and Trading Disclosures) Regulations 2006
Companies (Political Expenditure Exemption) Order 2007
Companies (Interest Rate for Unauthorised Political Donation or Expenditure) Regulations 2007 (Note)
Companies (Fees for Inspection and Copying of Company Records) Regulations 2007
Companies (Cross-Border Mergers) Regulations 2007
Statutory Auditors and Third Country Auditors Regulations 2007
Independent Supervisor Appointment Order 2007 (Note)
Companies (Fees for Inspection and Copying of Company Records) (No 2) Regulations 2007
Companies (Revision of Defective Accounts and Reports) Regulations 2008
Companies (Summary Financial Statement) Regulations 2008
Companies Act 2006 (Amendment) (Accounts and Reports) Regulations 2008 (Note)
Small Companies and Groups (Accounts and Directors' Report) Regulations 2008
Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008
Companies (Disclosure of Auditor Remuneration and Liability Limitation Agreements) Regulations 2008
Companies (Trading Disclosures) Regulations 2008
Statutory Auditors (Delegation of Functions etc) Order 2008
Companies (Late Filing Penalties) and Limited Liability Partnerships (Filing Periods and Late Filing Penalties) Regulations 2008
Statutory Auditors and Third Country Auditors (Amendment) Regulations 2008 (Note)
Companies (Defective Accounts and Directors' Reports) (Authorised Person) and Supervision of Accounts and Reports (Prescribed Body) Order 2008 (Note)
Accounting Standards (Prescribed Body) Regulations 2008
Companies (Authorised Minimum) Regulations 2008
Companies Act 2006 (Consequential Amendments etc) Order 2008
Company Names Adjudicator Rules 2008
Companies (Reduction of Share Capital) Order 2008
Statutory Auditors and Third Country Auditors (Amendment) (No 2) Regulations 2008
Companies (Particulars of Company Charges) Regulations 2008
Companies Act 2006 (Annual Return and Service Addresses) Regulations 2008
Companies (Company Records) Regulations 2008
Companies (Fees for Inspection of Company Records) Regulations 2008
Companies (Registration) Regulations 2008
Companies Act 2006 (Extension of Takeover Panel Provisions) (Isle of Man) Order 2008 (Note)
Companies (Model Articles) Regulations 2008
Companies (Disclosure of Address) Regulations 2009
Companies (Shares and Share Capital) Order 2009
Company and Business Names (Miscellaneous Provisions) Regulations 2009
Companies Act 2006 (Extension of Takeover Panel Provisions) (Isle of Man) Order 2009
Overseas Companies Regulations 2009
Registrar of Companies and Applications for Striking Off Regulations 2009
Overseas Companies (Execution of Documents and Registration of Charges) Regulations 2009
Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009
Companies (Share Capital and Acquisition by Company of its Own Shares) Regulations 2009 (Note)
Registrar of Companies (Fees) (Companies, Overseas Companies and Limited Liability Partnerships) Regulations 2009 (Note)
Registrar of Companies (Fees) (Limited Partnerships and Newspaper Proprietors) Regulations 2009
Registrar of Companies (Fees) (European Economic Interest Grouping and European Public Limited-Liability Company) Regulations 2009 (Note)
Companies (Authorised Minimum) Regulations 2009
Unregistered Companies Regulations 2009
Companies (Companies Authorised to Register) Regulations 2009
Companies Act 2006 and Limited Liability Partnerships (Transitional Provisions and Savings) (Amendment) Regulations 2009 (Note)
Company, Limited Liability Partnership and Business Names (Sensitive Words and Expressions) Regulations 2009
Company, Limited Liability Partnership and Business Names (Public Authorities) Regulations 2009
Companies Act 2006 (Consequential Amendments and Transitional Provisions) Order 2011
Supervision of Accounts and Reports (Prescribed Body) and Companies (Defective Accounts and Directors' Reports) (Authorised Person) Order 2012
Statutory Auditors (Amendment of Companies Act 2006 and Delegation of Functions etc) Order 2012
Registrar of Companies (Fees) (Companies, Overseas Companies and Limited Liability Partnerships) Regulations 2012
Registrar of Companies (Fees) (European Economic Interest Grouping and European Public Limited-Liability Company) Regulations 2012
Accounting Standards (Prescribed Bodies) (United States of America and Japan) Regulations 2012
Statutory Auditors and Third Country Auditors Regulations 2013
Part 5 Pre-2006 companies primary legislation Companies Act 1985
Company Directors Disqualification Act 1986
Companies Act 1989
Criminal Justice Act 1993
Companies (Audit, Investigations and Community Enterprise) Act 2004
Part 6 Statutory instruments made under pre-2006 companies legislation Companies (Inspectors' Reports) (Fees) Regulations 1981
Companies (Tables A to F) Regulations 1985
Companies (Forms) Regulations 1985 (and general note regarding forms)
Financial Markets and Insolvency Regulations 1991
Insider Dealing (Securities and Regulated Markets) Order 1994,
Financial Markets and Insolvency Regulations 1996
Uncertificated Securities Regulations 2001
Companies (Fees) Regulations 2004
Companies (Audit, Investigations and Community Enterprise) Act 2004 (Commencement) and Companies Act 1989 (Commencement No 18) Order 2004
Companies Act 1985 (Power to Enter and Remain on Premises: Procedural) Regulations 2005
Community Interest Company Regulations 2005
Companies (Disqualification Orders) Regulations 2009
Part 7 The Financial Services and Markets Act 2000 & Financial Services Act 2012 Financial Services and Markets Act 2000 (selected sections)
Financial Services Act 2012 (selected provisions)
Part 8 Financial Services and Markets Act 2000 & Financial Services Act 2012 statutory instruments Financial Services and Markets Act 2000 (Regulated Activities) Order 2001
Financial Services and Markets Act 2000 (Prescribed Markets and Qualifying Investments) Order 2001
Financial Services and Markets Act 2000 (Promotion of Collective Investment Schemes) (Exemptions) Order 2001
Financial Services and Markets Act 2000 (Collective Investment Schemes) Order 2001
Financial Services and Markets Act 2000 (Carrying on Regulated Activities by Way of Business) Order 2001
Financial Services and Markets Act 2000 (Exemption) Order 2001
Financial Services and Markets Act 2000 (Designated Professional Bodies) Order 2001
Open-ended Investment Companies Regulations 2001
Financial Services and Markets Act 2000 (Collective Investment Schemes constituted in other EEA States) Regulations 2001
Financial Services and Markets Act 2000 (Official Listing of Securities) Regulations 2001
Financial Services and Markets Act 2000 (Collective Investment Schemes) (Designated Countries and Territories) Order 2003
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005
Financial Services and Markets Act 2000 (Controllers) (Exemption) Order 2009
Financial Services Act 2012 (Transitional Provisions) (Permission and Approval) Order 2013 (Note)
Financial Services Act 2012 (Transitional Provisions) (Enforcement) Order 2013 (Note)
Financial Services Act 2012 (Transitional Provisions) (Miscellaneous Provisions) Order 2013 (Note)
Financial Services and Markets Act 2000 (PRA-regulated Activities) Order 2013 (Note)
Financial Services Act 2012 (Misleading Statements and Impressions) Order 2013
Alternative Investment Fund Managers Regulations 2013 (Note)
Part 9 Miscellaneous other primary legislation Partnership Act 1890
Forged Transfers Act 1891
Forged Transfers Act 1892
Limited Partnerships Act 1907
Stock Transfer Act 1963
Theft Act 1968
Insolvency Act 1986 (selected sections)
Company and Business Names (Chamber of Commerce, Etc) Act 1999
Limited Liability Partnerships Act 2000
Fraud Act 2006
Bankruptcy and Diligence etc (Scotland) Act 2007 (selected sections)
Third Parties (Rights against Insurers) Act 2010 (Note)
Bribery Act 2010
Financial Services Act 2010 (Note)
Partnerships (Prosecution) (Scotland) Act 2013
Part 10 Miscellaneous other statutory instruments Insolvency Rules 1986
Insolvent Companies (Disqualification of Unfit Directors) Proceedings Rules 1987
Department of Trade and Industry (Fees) Order 1988
European Economic Interest Grouping Regulations 1989
Insolvency Regulations 1994
Contracting Out (Functions in relation to the Registration of Companies) Order 1995
Contracting Out (Functions of the Official Receiver) Order 1995
Insolvent Companies (Reports on Conduct of Directors) Rules 1996
Insolvent Companies (Reports on Conduct of Directors) (Scotland) Rules 1996
Financial Markets and Insolvency (Settlement Finality) Regulations 1999
Limited Liability Partnerships (Scotland) Regulations 2001
Limited Liability Partnerships (Forms) Regulations 2001 (and general note regarding forms)
Limited Liability Partnerships Regulations 2001
Insolvency Act 1986 (Prescribed Part) Order 2003
Insolvency Practitioners and Insolvency Services Account (Fees) Order 2003
Insolvency Proceedings (Fees) Order 2004
European Public Limited-Liability Company Regulations 2004
Limited Liability Partnerships (Fees) Regulations 2004 (Note)
European Economic Interest Grouping (Fees) Regulations 2004 (Note)
Financial Services and Markets Act 2000 (Market Abuse) Regulations 2005 (Note)
Insolvency Practitioners Regulations 2005
Prospectus Regulations 2005
Transfer of Undertakings (Protection of Employment) Regulations 2006
Cross-Border Insolvency Regulations 2006
Insurance Accounts Directive (Miscellaneous Insurance Undertakings) Regulations 2008 (Note)
Bank Accounts Directive (Miscellaneous Banks) Regulations 2008 (Note)
Partnerships (Accounts) Regulations 2008
Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008
Small Limited Liability Partnerships (Accounts) Regulations 2008
Large and Medium-sized Limited Liability Partnerships (Accounts) Regulations 2008
Takeover Code (Concert Parties) Regulations 2008
Companies (Shareholders' Rights) Regulations 2009
Limited Liability Partnerships (Application of Companies Act 2006) Regulations 2009
Limited Partnerships (Forms) Rules 2009 (Note)
European Public Limited-Liability Company (Employee Involvement) (Great Britain) Regulations 2009
Companies (Unfair Prejudice Applications) Proceedings Rules 2009
European Economic Interest Grouping and European Public Limited-Liability Company (Fees) Revocation Regulations 2009
Part 11 EU material Council Regulation 2137/85/EEC, on the European Economic Interest Grouping (EEIG)
Council Regulation 1103/97/EC, on certain provisions relating to the introduction of the euro
Council Regulation 974/98/EC, on the introduction of the euro
Council Regulation 1346/2000/EC on insolvency proceedings
Directive of the European Parliament and of the Council 2001/34/EC, on the admission of securities to official stock exchange listing and on information to be published on those securities
Council Regulation 2157/2001/EC on the Statute for a European company (SE)
European Parliament and Council Regulation 1606/2002/EC on the application of international accounting standards
Directive of the European Parliament and of the Council 2003/6/EC on insider dealing and market manipulation (market abuse)
Directive of the European Parliament and of the Council 2003/71/EC on the prospectus to be published when securities are offered to the public or admitted to trading and amending Directive 2001/34
Commission Directive 2003/124/EC implementing Directive 2003/6/EC of the European Parliament and of the Council as regards the definition and public disclosure of inside information and the definition of market manipulation
Commission Directive 2003/125/EC implementing Directive 2003/6/EC of the European Parliament and of the Council as regards the fair presentation of investment recommendations and the disclosure of conflicts of interest
Commission Regulation 2273/2003/EC implementing 2003/6 as regards exemptions for buy-back programmes and stabilisation of financial instruments
Directive of the European Parliament and of the Council 2004/25/EC on takeover bids
Commission Directive 2004/72/EC implementing Directive 2003/6/EC of the European Parliament and of the Council as regards accepted market practices, the definition of inside information in relation to derivatives on commodities, the drawing up of lists of insiders, the notification of managers' transactions and the notification of suspicious transactions
Commission Regulation 809/2004/EC implementing Directive 2003/71/EC of the European Parliament and of the Council as regards information contained in prospectuses as well as the format, incorporation by reference and publication of such prospectuses and dissemination of advertisements
Directive of the European Parliament and of the Council 2004/109/EC on the harmonisation of transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market and amending Directive 2001/34/EC
Directive of the European Parliament and of the Council 2005/56/EC on cross-border mergers of limited liability companies
Commission Directive 2007/14/EC laying down detailed rules for the implementation of certain provisions of Directive 2004/109/EC on the harmonisation of transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market
Directive of the European Parliament and of the Council 2007/36/EC on the exercise of certain rights of shareholders in listed companies
Commission Regulation 1126/2008/EC adopting certain international accounting standards in accordance with Regulation (EC) No 1606/2002 of the European Parliament and of the Council
Directive of the European Parliament and of the Council 2009/101/EC on coordination of safeguards which, for the protection of the interests of members and third parties, are required by Member States of companies within the meaning of the second paragraph of Article 48 of the Treaty, with a view to making such safeguards equivalent (Codified version)
Directive of the European Parliament and of the Council 2009/102/EC in the area of company law on single-member private limited liability companies (Codified version)
Directive of the European Parliament and of the Council 2013/34/EU on the annual financial statements, consolidated financial statements and related reports of certain types of undertakings, amending Directive 2006/43/EC of the European Parliament and of the Council and repealing Council Directives 78/660/EEC and 83/349/EEC (Note)
Appendices Appendix 1 Companies Act 2006 Model Articles
Appendix 2 Companies Act 1985 Table A
Appendix 3 Companies Act 1948 Table A
Appendix 4 Statutory Instruments made under the Companies Act 2006
Appendix 5 Statutory Instruments made under the Financial Services and Markets Act 2000
Appendix 6 Statutory Instruments made under the Financial Services Act 2012.

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