Beware Forming a Company – Memorandum of Association

Imagine this situation – you form a company for a client (New Client Ltd) and soon after you discover that the Memorandum of Association belonging to another company (Another Company Ltd) has been lodged inadvertently against your client.

 Ok, mistakes happen. I would have thought that this would be easy to correct. I would simply get Companies House to substitute the incorrect Memorandum of Association. By the way - Companies House have a department that examine all documents to verify and validate, to an extent, the content. One specific data field that you would have thought they validate is the company name. No they could not do that and they cannot accept the lodgement of the correct Memorandum of Association. Ie the incorrect Memorandum of Association must remain on the register. Companies House explained the new Companies Act does not allow them to make these changes even though they know an error has been made. It appears in these circumstances the only course of action is:1)      Advise your client to not trade through the company2)      Seek legal advice3)      Consider striking the company off and setting up a new one. For more information about Company Secretarial matters visit wisteria or wisteriaformations