Brexit and UK company law
With the UK's exit from the EU on 31 January 2020 and the immediate commencement thereafter of the transition period which is to last until 31 December 2020 (unless extended further by agreement , which current UK Government policy is not to apply for) , fresh guidance from both the UK and EU authorities is beginning to appear to help affected individuals and businesses prepare for life after the transition period.
The UK Government has set up a helpful website at "gov.uk/transition".
On 31 January 2020, the UK Companies Registry produced two useful guidance notes to say what will change in UK company law as a result of the transition period coming to an end - one is "Changing your company registration from 1 January 2021" and the other is "Changes to Companies House forms from 1 January 2021".
These documents ( with links through to other documents) helpfully set out in a concise way a number of the changes to UK company law that will necessarily follow from expiry of the transition period and confirm that some corporate EU structures ( such as "Societas Europaea" (SEs) and European Economic Interest Groupings ( EEIGs)) will no longer be able to be registered in the UK after the transition period , whilst those that are already in place would automatically be converted into corresponding UK corporate structures.
Under UK law, it will no longer be possible after the transition period for EU cross- border mergers involving UK companies to take place and they must all , therefore, be completed and registered before 1 January 2021.
Changes to the filing and disclosure requirements for EEA companies with branches or places of business in the UK and to UK companies with EEA corporate officers will also be required after the transition period to align them with the rules applying to non-EEA overseas companies or to UK companies, as the case may be.
Care will need to be taken to ensure that any time periods required by companies to effect required legal changes ( where those changes are not automatic) are complied with.
Staying in touch with UK Companies Registry website (www.companieshouse.gov.uk) would be advisable in this regard.
