Companies House official statistics : definitions to accompany statistical releases
Published 24 August 2016
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1. Companies Act 2006
The Companies Act 2006 is an act of UK Parliament, and is the primary source of UK company law. Companies acts govern how UK limited companies operate, and have existed for over 150 years in various forms.
The act introduced several significant changes to simplify and improve UK company law. These changes were implemented between 2006 and 2009.
2. Small Business, Enterprise and Employment Act
The Small Business, Enterprise and Employment Act significantly changed legal requirements for companies, including what they file with Companies House. The act received Royal Assent in March 2015.
3. Corporate bodies and companies
Corporate bodies and companies are legal business types that are registered at Companies House.
Companies are types of corporate bodies formed under the Companies Act 2006. Corporate bodies and companies are registered at Companies House whether or not they go on to trade actively.
4. Company types
The corporate body types designated as companies under the Companies Act 2006 include:
- public limited
- private limited
- private limited by guarantee with no share capital
- private limited by guarantee with no share capital (use of limited exemption)
- private limited (section 30 exemption)
- private unlimited
- private unlimited with no share capital
For the purpose of the Companies Act 2006 and related legislation, the Channel Islands and the Isle of Man are not regarded as part of the UK companies register.
5. Corporate body types
Companies House official statistics cover Companies Act 2006 companies, and the following corporate body types:
- assurance companies
- charitable incorporated organisations
- European economic interest groupings
- further education and sixth form college corporations
- investment companies with variable capital
- investment companies with variable capital (securities)
- investment companies with variable capital (umbrella)
- limited liability partnerships
- limited partnerships
- old public companies
- other company types
- overseas companies
- overseas entities
- protected cell companies
- registered societies
- Royal Charter companies
- Scottish charitable incorporated organisations
- Scottish partnerships
- UK economic interest groupings
- UK Societas
- unregistered companies
6. Companies and businesses
Companies are types of legal business structures defined by being registered at Companies House. Other legal business structures that are not registered at Companies House include sole traders and business partnerships.
Learn more about legal business structures.
7. The companies register
7.1 Total register
The total register includes all companies registered at Companies House and required to file documents, regardless of whether they are dormant or actively trading.
The total register includes companies in liquidation and receivership, and companies in the process of dissolution. It does not include companies that have been dissolved.
7.2 Effective register
The effective register contains all companies on the total register that are not in liquidation or in the process of dissolution.
7.3 Net effective register
The net effective register contains all companies on the effective register that are not in receivership.
Table 1: Summary of differences in the composition of the total, effective and net effective registers
| Company status | Total register | Effective register | Net effective register |
|---|---|---|---|
| Registered with Companies House: actively trading or dormant | Yes | Yes | Yes |
| In liquidation | Yes | No | No |
| In the course of dissolution | Yes | No | No |
| In receivership | Yes | Yes | No |
| Dissolved | No | No | No |
8. Incorporation
Incorporation is the process by which a new or existing business registers as a limited company. A business cannot operate as a limited company until it has been incorporated at Companies House under the Companies Act 2006.
A company is a legal entity with a separate identity from those who own or run it. Most companies are limited liability companies where the liability of the members is limited by shares or by guarantee.
Establishing a company means the directors are required to file certain documents every year, including annual accounts and confirmation statements (which replaced annual returns). Companies must inform Companies House about any changes, such as the appointment or resignation of directors, or a change to the company’s registered office address.
Learn more about incorporation.
9. Dissolution
Dissolution means removing an incorporated company from the Companies House register. A company that has been removed from the register is called a ‘dissolved company’.
A company can be dissolved:
- as the outcome of insolvency procedures
- if the Registrar of Companies has reason to believe the company is not carrying on business or is not in operation
- by applying to be struck off the register if the company is dormant or no longer trading
A company might apply for dissolution if it is no longer needed. For example:
- the directors wish to retire and there is no one to take over the running of the company
- the company is a subsidiary whose name is no longer needed
- the company was set up to explore an idea that turned out not to be feasible
Once a company has been dissolved it can be restored to the Companies House register under certain circumstances.
10. Restoration
There are 2 pathways for a dissolved company to be restored to the Companies House register.
Any company which is restored to the register is deemed to have continued in existence as if it had not been struck off and dissolved.
10.1 Administrative restoration
A former director or member of a dissolved company may apply to have the company restored to the register. They may apply for restoration if the registrar dissolved the company because it appeared to be no longer carrying on business or in operation.
Section 1025 of the Companies Act 2006 details the requirements of administrative restoration.
10.2 Restoration by court order
A company that was dissolved following an application under Section 1003 of the Companies Act 2006 (voluntary dissolution) can be restored by court order. A member or a creditor of the company can apply; any of the parties who must be notified of the application for strike off may also apply.
11. Insolvency
Company insolvency proceedings are formal measures taken when a company is unable to pay its debts.
Some insolvency proceedings result in a company closing or ‘winding up’, like compulsory liquidations and creditor’s voluntary liquidations.
Some are aimed at rescuing or restructuring a company, like receiverships, administrations and company voluntary arrangements.
Member’s voluntary liquidation can take place when directors believe a company:
- is solvent
- will be able to pay its debts in full within 12 months from the start of the winding up process
The Insolvency Service reports the most complete picture on insolvency statistics and has policy responsibility for all forms of corporate insolvency in England and Wales. Members’ voluntary liquidation is not included in Insolvency Service statistics, as it does not involve insolvency.
Learn more about liquidation and insolvency.
Queries
If you have a query relating to a Companies House statistical product, email statistics@companieshouse.gov.uk.