DIRECTORS’ LIABILITY - 31.03.2011

Sub-standard stationery - that’s a £1,000 fine!

Since the Companies Act 2006 came fully into force in late 2009, Companies House has been taking a harder line on compliance. So if you haven’t updated your company stationery since then, could you face a fine or even prosecution?

Full details

It’s good marketing to make your company stand out from the crowd, and having a smart letterhead with a fancy logo and carefully chosen colours are all important. But beyond this there are some details which the law says must be included on every company’s official stationery.

On your letters

Companies House (CH) regulations say that your company’s letters must show four things:

  1. The company’s registered name - this isn’t the name you trade under but the name as it appears on the certificate of incorporation, including the word “Ltd” or “limited” as it appears on the certificate.

Tip. If you have a trading name, it’s OK to show this prominently and the registered name in small print, as long as it’s clear and legible.

  1. The registered office address - not only must this be shown, but it must say it’s your registered address. You might trade from one address but have your company registered at your accountant’s office; you should show both.
  2. The company registration number.
  3. Whether your company is registered in England, England & Wales or Scotland. You’ll find this information on the certificate of incorporation.

Note. Welsh companies that use Cynfngedig instead of “Limited” must still state in English that they are a limited company.

Tip. The regulations also apply to communications your company sends in e-mail form. So that this is not overlooked it’s a good idea to set up a standard template containing the required information for everyone in your company to use.

Optional extras

You don’t have to include the names of the directors on letters, although you can if you want to (but in that case you must show the names of all the directors).

What about other documents?

Other documents, such as invoices, order forms and compliment slips, don’t need to show all the information that’s needed on letters and e-mails, just your company’s registered name will do.

Trap. If you use a compliment slip as a substitute letterhead, or include even a brief communication on it, this counts as a letter and you must show all the required information mentioned above.

Penalties

It’s a criminal offence not to follow the business stationery rules, and directors and their companies can be prosecuted for not complying. If convicted each director, and the company, can face a fine of up to £1,000, and if the letterheads etc. aren’t brought up to scratch, fines of £100 per day each can be imposed.

Warning

The good news is that despite CH’s current tough approach to enforcing company law, it has recently assured us that it will offer advice and a warning to companies about business stationery before considering prosecution.

Directors can face prosecution and a fine of £1,000 if their company’s letters and e-mails don’t show its registration number, registered name and address and country of registration. Other documents, e.g. invoices, only need to show the registered name. Companies House will only prosecute if you don’t heed its warning.

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