Companies House - Annual Returns

Companies House - Annual Returns

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When filing a company Annual Return on line via webfiling, there is now a question on the 'Update or Amend Share Capital' section that asks:

'Prescribed particulars of rights attached to shares'.

What is the accepted standard answer for this ?

A typical client of mine would be a company that has only one class of share in issue namely ordinary shares, typically being 1 ordinary share which is owned by the sole director.

If you leave blank you cannot proceed. I put 'Standard rights of Ordinary Shares' just to be able to move on. Seems to have been accepted ok.

Replies (17)

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By orchardacc
08th Feb 2010 20:13

Anything

Yes you are right, if you type in anything in this box, it get accepted and you can proceed. However, i normally put the following " These are the only shares issued by the company and has no special rights". No come back on it yet and i have filled about 25 so far.

Thanks 

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By 3569787
03rd May 2016 19:02

Equal rights for voting, dividends etc.

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By User deleted
08th Feb 2010 21:18

where the only shares issued are Ordinary shares

I just put "normal"

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By User deleted
08th Feb 2010 21:23

TEXT

Ordinary shares with no special voting or dividend rights
beyond those prescribed in the Companies Act 2006.

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By 3569787
03rd May 2016 19:02

A lead from CH would be good!

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Should Be Working ... not playing with the car
By should_be_working
09th Feb 2010 10:19

FWIW

We use:

"Full voting and distribution rights, non-redeemable."

It's in a little text file on the server, so it's a quick copy and paste job.

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Euan's picture
By Euan MacLennan
09th Feb 2010 11:10

I agree with should_be_working

We use "full voting and participating non-redeemable ordinary shares".

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Giraffe
By Luke
09th Feb 2010 11:35

We use the following wording:

We use the following:

All shares issued are non-redeemable and rank equally in terms of (a) voting rights - one vote for each share; (b) rights to participate in all approved dividend distributions for that class of share; and (c) rights to participate in any capital distribution on winding up.

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By DMGbus
09th Feb 2010 13:22

Plain English and as brief as possible

In the absence of a lead from Companies House requiring something OTT, I use:-

"Normal ordinary shares with no special rights attaching"

Couldn't be clearer, don't see any need to refer to Companies Act or get OTT technical.

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By User deleted
09th Feb 2010 14:49

Voting Rights & Prescribed Particulars

Companies House have now updated their FAQ's to include guidance on this.  Go to http://www.companieshouse.gov.uk/companiesAct/faq.shtml and select the 'Capital' section.

At the end of this section they now give example wording.

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By User deleted
10th Feb 2010 11:32

Share Capital requirements on Annual Return
We just put
"All shares have equal voting rights and rank Pari Passu"

This seems to cover all aspects and actually seems to follow what CH have now put up as acceptable on their Q &A page

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By User deleted
10th Feb 2010 11:49

i have used the following with no problems

all shares have one vote each. However, this vote may be overruled and the managing director has the final say regardless of voting.

dividends are payable at the discretion of the managing director, who gets his dividends first.

on a winding up all assets remaining will be taken by the managing director. Other shareholders will get their P45 and be shown the door.

 

 

 

 

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By User deleted
10th Feb 2010 12:37

Annual Return

I have always put "As per Articles of Association", on the basis that anyone wanting further details can spend a further £1 & buy these too 

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By kris.brains
10th Feb 2010 20:57

Kris T

Co House say "as per Articles" is not acceptable.  They have issued a suggested wording to one of my clients and I am waiting for him to send me a copy through.  I'll post when I know it.

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By nathluthra
11th Feb 2010 11:38

Coampny's annual return- rights of shares

The proper answer to that question, unless some special rights etc. are attached, is "Ordinary shars have

full rights in the company with respect of voting, dividends and capital distribution." I have done this and no

problem caused.

 

VNL

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By hsr1012
12th Feb 2010 14:05

Given by the company formation people we use

Ordinary shares with no special voting or dividend rights beyond those prescribed in the Companies Act 2006.

Haven't had any problems so far.

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By Argus
26th Jun 2010 16:40

Using Co Ho answers

This is what I wrote (and I'm a solicitor), having looked at the Co Ho recommended answers for companies like mine (simplest case of a private company limited by shares).

"Each share is entitled: to one vote in any circumstances; pari passu to dividend payments or any other distribution; and pari passu to participate in a distribution arising from a winding up of the company."

 

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