England and Wales commercial and regulatory procedures
When must a special resolution be sent to Companies House?
Within fifteen days after it is passed or made. Forward the resolution, agreement or required written memorandum to the registrar. First establish that the resolution or agreement falls within the Chapter. A nonwritten resolution requires a written memorandum of its terms.
- Period
- Within fifteen days after it is passed or made
- Trigger
- Passing the relevant resolution or making the relevant agreement
- Rule
- Companies Act 2006, sections 29–30
Companies Act 2006, sections 29–30. The retained source governs forward the resolution, agreement or required written memorandum to the registrar. First establish that the resolution or agreement falls within the Chapter. A nonwritten resolution requires a written memorandum of its terms.
Source guide · No automated date
Check the applicable procedure
First establish that the resolution or agreement falls within the Chapter. A nonwritten resolution requires a written memorandum of its terms. Section 30 uses fifteen days after passing or making, rather than after drafting or signing a later copy. The actual passing the relevant resolution or making the relevant agreement and required completion must be established before using a final date.
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When must a special resolution be sent to Companies House?
Within fifteen days after it is passed or made. Forward the resolution, agreement or required written memorandum to the registrar. First establish that the resolution or agreement falls within the Chapter. A nonwritten resolution requires a written memorandum of its terms.
Responsible actor. Company.
Passing the relevant resolution or making the relevant agreement.
First establish that the resolution or agreement falls within the Chapter. A nonwritten resolution requires a written memorandum of its terms.
First establish that the resolution or agreement falls within the Chapter. A nonwritten resolution requires a written memorandum of its terms.
Companies Act 2006, sections 29–30How does this provision count time?
- Forward the resolution, agreement or required written memorandum to the registrar.
- Section 30 uses fifteen days after passing or making, rather than after drafting or signing a later copy.
- First establish that the resolution or agreement falls within the Chapter. A nonwritten resolution requires a written memorandum of its terms.
Section 30 uses fifteen days after passing or making, rather than after drafting or signing a later copy.
Section 30 uses fifteen days after passing or making, rather than after drafting or signing a later copy. First establish that the resolution or agreement falls within the Chapter. A nonwritten resolution requires a written memorandum of its terms.
Companies Act 2006, sections 29–30Which facts prevent one automatic date?
First establish that the resolution or agreement falls within the Chapter. A nonwritten resolution requires a written memorandum of its terms. Section 30 uses fifteen days after passing or making, rather than after drafting or signing a later copy. The actual passing the relevant resolution or making the relevant agreement and required completion must be established before using a final date.
The company has established the applicable procedure and passing the relevant resolution or making the relevant agreement. First establish that the resolution or agreement falls within the Chapter. A nonwritten resolution requires a written memorandum of its terms. Forward the resolution, agreement or required written memorandum to the registrar. Within fifteen days after it is passed or made. No computed final date is supplied.
A proposed completion raises a nonbusiness-day or time-boundary question for forward the resolution, agreement or required written memorandum to the registrar. Section 30 uses fifteen days after passing or making, rather than after drafting or signing a later copy. Resolve this boundary under the identified provision and actual completion route. Section 30 uses fifteen days after passing or making, rather than after drafting or signing a later copy.
The resolution was not itself made in writing. First establish that the resolution or agreement falls within the Chapter. A nonwritten resolution requires a written memorandum of its terms. First establish that the resolution or agreement falls within the Chapter. A nonwritten resolution requires a written memorandum of its terms. No automatic final date follows from this scenario.
Which conditions and exceptions apply?
- Applicable procedure and actual event
- First establish that the resolution or agreement falls within the Chapter. A nonwritten resolution requires a written memorandum of its terms.
- Counting and completion boundary
- Section 30 uses fifteen days after passing or making, rather than after drafting or signing a later copy.
- First establish that the resolution or agreement falls within the Chapter. A nonwritten resolution requires a written memorandum of its terms.
- Company. Passing the relevant resolution or making the relevant agreement. Forward the resolution, agreement or required written memorandum to the registrar. Section 30 uses fifteen days after passing or making, rather than after drafting or signing a later copy.
What must the responsible actor complete?
Questions about this procedure
When must a special resolution be sent to Companies House?
Does every company resolution need this filing?
Only a resolution or agreement within the Chapter’s statutory scope.
Companies Act 2006, sections 29–30What if the resolution was oral?
Section 30(1) requires a written memorandum setting out its terms.
Companies Act 2006, sections 29–30Does preparing the copy restart fifteen days?
No. The Act uses when the resolution was passed or agreement made.
Companies Act 2006, sections 29–30Who owes the filing duty?
The company, with statutory liability for defaulting officers.
Companies Act 2006, sections 29–30Does the rule also apply during liquidation?
Section 30(4) treats the liquidator as an officer for this purpose.
Companies Act 2006, sections 29–30What evidence should be retained?
The resolution or memorandum, its operative date and registrar receipt.
Companies Act 2006, sections 29–30Official sources and review
Provisions used (1)
| Provision | Purpose |
|---|---|
| Companies Act 2006, sections 29–30 | Check the identified procedure, event, counting rule or qualification |