Company Law Bill [HL]

The short answer is that the statement of capital forms part of a company’s constitution. It is therefore important that the information set out in the statement of capital that has been filed most recently with the Registrar of Companies is complete and up to date. The vast majority of interested parties have welcomed this change, as a requirement for a statement of capital ensures that key information pertaining to a company’s subscribed capital can be found in one place. This is important not only to the company’s members, who are entitled to receive a copy of the most recent statement of capital on making a request for copies of the company’s constitutional documents under Clause 34, but to persons searching the public register maintained by the Registrar of Companies. Moreover, if the alteration to a company’s share capital does not affect the rights attached to any class of the company’s shares, it is not a particularly onerous requirement to copy out the information that was provided to the registrar in the previous statement of share capital. There is a good reason why this can help the members of a company in a simple way.