Subscribers Definition

GLOSSARY

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What does Subscribers mean?

Under CA 2006, s 7 a company is formed when one or more persons subscribe their names to a memorandum of association, and comply with the registration requirements prescribed in the CA 2006. Such persons are known as subscribers.

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Incorporating a private company limited by shares—checklist

Incorporating a private company limited by shares—checklist For full details on the incorporation of a private company limited by shares, see Practice Note: Incorporating a company. Matter to be considered or step to be taken Companies Act 2006 (CA 2006) reference (if applicable) Tick box when step complete or matter considered Preparing to incorporate a private company limited by shares Will the company be tailor-made on incorporation or purchased 'off the shelf'? If the company is to be 'tailor made', proceed with the rest of the considerations and steps within this checklist. N/A Who are the initial shareholders (also known as subscribers)? There may be just one subscribing shareholder. CA 2006, ss 9–10 Who are the initial directors of the company? A private company may have a sole director. CA 2006, ss 9, 154 Will the company appoint a company secretary? Private companies are not required to have secretaries. CA 2006 ss 270, 271 Is the company adopting its own, bespoke articles of...

Website blocking orders—checklist

Website blocking orders—checklist Applying for a website blocking order This Checklist outlines key points to be considered when applying for a website blocking order (WBO). A WBO may be a useful tool for rights holders to consider if a website has been identified which is infringing copyright, registered trade marks or other rights, but for which the owner/operator of the website is unidentifiable and/or is outside of the jurisdiction. WBOs are sufficiently flexible that, if the website owner/operator attempts to circumvent the blocking measures implemented by the internet service providers (ISPs), the ISP can be notified of this and the blocking measures can be adapted to deal with this without requiring a further court order. A WBO does not require a prior finding of infringement against the website owner/operator and the owner/operator need not be made a party. For further information, the Checklist should be used alongside Practice Note: Website blocking orders. The third column can be used to record observations or comments as the Checklist is worked through. ...

Electronic communications: Universal Service Directive [Archived]

Electronic communications: Universal Service Directive [Archived] ARCHIVED: This Practice Note has been archived and is not maintained. This Practice Note relates to Directive 2002/22/EC of the European Parliament and of the Council of 7 March 2002 on universal service and users' rights relating to electronic communications networks and services as amended by Directive 2009/136/EC (Universal Service Directive). It is part of a series of Practice Notes on core elements of the EU regulatory framework for electronic communications. In the EU, the provision of electronic communications networks and services in each Member State is governed by a common regulatory framework which originally comprised five directives (the Framework). The objective of the Framework was to establish a harmonised framework for the regulation of electronic communications networks and services throughout the EU. In December 2018, Directive (EU) 2018/1972 establishing the European Electronic Communications Code (Recast) (the European Electronic Communications Code) was published in the Official Journal of the EU and came into force three days after publication. The European Electronic Communications Code...

JIBFL articles

JIBFL articles Relevant articles The Journal of International Banking and Finance Law includes many useful articles on and related to MiFID which can be linked to from this page. These articles are only available to Lexis®Library subscribers. Date Article Brief description of article 1 May 2018 ‘The enforcement of basic norms of commerce and of fair and honest dealing’: holding banks to higher standards (Part Two) (2018) 5 JIBFL 294 In this article, Gerard McMeel continues the discussion of when a bank is a ‘fiduciary’, focusing on policy arguments favouring enhanced standards of behaviour for financial intermediaries. 1 April 2018 The English law rights of investors in Initial Coin Offerings (2018) 4 JIBFL 214 In this article, the authors consider, as a matter of English law, the rights and liabilities of parties to an Initial Coin Offering. 1 April 2018 Do the FCA's Principles for Business require a firm to give the best advice? (2018) 4 JIBFL 246 In this article, the author considers whether...

Discover our 274 Practice Notes on Subscribers

Board minutes—private limited company—first meeting

Board minutes—private limited company—first meeting company number: [insert number] [INSERT COMPANY NAME] LIMITED Minutes of a meeting of the board of directors (the Meeting) of [insert full name of company] (the Company) Held at [insert place of meeting] On [insert day, month and year of meeting] at [insert time of meeting][am OR pm] Present: [Insert names of the director(s) physically present][[Insert names of any directors present by telephone as permitted by the Company’s articles of association] (by telephone)] [[Insert names of any directors present by other means permitted by the Company’s articles of association] by [insert other means]] [ In attendance:] [[Insert name of anyone in attendance, who does not count towards the quorum for the Meeting (eg the company secretary, any advisers)]] 1 Chair, notice and quorum [Insert name] was appointed Chair of the Meeting. The Chair reported that proper notice of the Meeting had been given in accordance with the Company’s articles of association (the Articles) and that a quorum was present. Accordingly,...

Model articles—private limited company

Model articles—private limited company Index to the articles Part 1 Interpretation and limitation of liability 1 Defined terms 2 Liability of members Part 2 Directors Directors' powers and responsibilities 3 Directors' general authority 4 Shareholders' reserve power 5 Directors may delegate 6 Committees Decision-making by directors 7 Directors to take decisions collectively 8 Unanimous decisions 9 Calling a directors' meeting 10 Participation in directors' meetings 11 Quorum for directors' meetings 12 Chairing of directors' meetings 13 Casting vote 14 Conflicts of interest 15 Records of decisions to be kept 16 Directors' discretion to make further rules Appointment of directors 17 Methods of appointing directors 18 Termination of director's appointment 19 Directors' remuneration 20 Directors' expenses Part 3 Shares and distributions Shares 21 All shares to be fully paid up 22 Powers to issue different classes of share 23 Company not bound by less than absolute interests 24 Share certificates 25 Replacement share certificates 26 Share transfers 27 Transmission of shares 28 Exercise of transmittees' rights 29 Transmittees bound...

Dive into our 38 Precedents related to Subscribers

What is meant by the phrase ‘piercing the corporate veil’?

What is meant by the phrase ‘piercing the corporate veil’? A properly formed registered company is a separate legal entity from its shareholders and has separate rights and liabilities as a separate legal person. This principle is colloquially described as the corporate veil or the Salomon principle, being most famously stated by Lord MacNaghten in the case of Salomon v Salomon: The company is at law a different person altogether from the subscribers to the memorandum; and, though it may be that after incorporation the business is precisely the same as it was before, and the same persons are managers, and the same hands receive the profits, the company is not in law the agent of the subscribers or trustee for them. Nor are the subscribers as members liable, in any shape or form, except to the extent and in the manner provided by the Act. A company, as a separate legal entity, continues to exist irrespective of changes to its membership. It owns its...

Can the write-off of a loan made by one company to another be a distribution under Part 23 of the Companies Act 2006, where both the lending company and the borrowing company have the same majority shareholder?

Can the write-off of a loan made by one company to another be a distribution under Part 23 of the Companies Act 2006, where both the lending company and the borrowing company have the same majority shareholder? We can find no direct authority confirming that the write-off of a loan made by one company to another, where both the lending company and the borrowing company have the same majority shareholder, is a distribution under Part 23 of the Companies Act 2006 (CA 2006) or that it is not. There is a possibility that a court could view such a transaction as a distribution for these purposes and some careful analysis of the law and the facts will be necessary. However, Stakefield (Midlands) and others v Doffman and another provides some useful guidance. The court found that the waiver by a company (S Ltd) of certain loans owed to it by other companies associated with it (by virtue of two of the shareholder/directors of S Ltd...

See the 41 Q&As about Subscribers

Financial Services—other developments (20/12/2024)

A round-up of other developments, which have not been covered in full by the ��Ӱ�� Financial Services practical guidance team but may nevertheless be of interest.

Financial Services—other developments (19/12/2024)

A round-up of other developments, which have not been covered in full by the ��Ӱ�� Financial Services practical guidance team but may nevertheless be of interest.

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