Statutory powers of a company meaning

What claims or causes of action can be assigned? Insolvency office-holders should bear in mind the difference between transferring an ‘office-holder claim’ (ie any statutory cause of action the office-holder may pursue under the Insolvency Act 1986 (IA 1986)) and a claim that resides in the insolvent company (ie a ‘company claim’) or in the bankrupt individual. Claims which vest in the insolvent company or the bankrupt individual An insolvency office-holder’s central obligation is to gather in the property of the insolvent company or the bankrupt individual and to realise its value for the benefit of creditors. See Practice Notes: Role, powers, functions and duties of an administrator Role, powers, functions and duties of a liquidator Role, powers, functions and duties of a trustee in bankruptcy As choses in action fall within the meaning of property capable of realisation, insolvency office-holders may assign claims that vest in an insolvent company or a bankrupt individual from the outset of...

Checklist Directors of insolvent companies, or companies that are likely to become insolvent, can seek an initial 20 business‑day moratorium under Part A1 of the Insolvency Act 1986 (IA 1986). The objective is to give viable businesses breathing space to reorganise or attract new investment, free from creditor action. This is a free‑standing protection, not a gateway to any particular insolvency procedure. It is intended to be a streamlined route that keeps administrative burdens low, makes progress as swift as possible, and avoids imposing disproportionate costs on struggling businesses. The aim is to reduce paperwork to the bare minimum and enable the moratorium to progress as swiftly as practicable. An insolvency practitioner (IP) serves as the ‘monitor’; however, subject to certain constraints, the directors continue to run the company on a day‑to‑day basis. It is therefore a ‘debtor‑in‑possession’ process, with the company being the ‘debtor’. The monitor’s duties are significant, but their powers are limited because directors remain in day‑to‑day control. This Checklist outlines the issues...

In this issue: Public procurement Judicial review Brexit highlights Brexit SIs Post-Brexit transition guidance Constitutional and administrative law Equality and human rights State accountability and liability Information law Other public law news New and updated content Dates for your diary Trackers Useful information Public procurement Procurement Act 2023—key developments since the ‘go live’ From 24 February 2025, the principal provisions of the Procurement Act 2023 (PA 2023) took effect. Procurements started on or after that date are subject to PA 2023. Procurements initiated beforehand remain under the prior regime, namely the Public Contracts Regulations 2015 (SI 2015/102), the Utilities Contracts Regulations 2016 (SI 2016/274), the Concession Contracts Regulations 2016 (SI 2016/273), and the Defence and Security Public Contracts Regulations 2011 (SI 2011/1848). Our analysis sets out key points and developments a little over six months after the PA 2023 ‘go‑live’, together with market insight and reflections from several of...

Wood and another v Desai and another [2024] EWHC 1893 (Ch) What are the practical implications of this case? From a practical standpoint, the outcome is vexing, as it uncovers a lacuna that could have been remedied almost a hundred years ago. The judgment observes that Re Harrington Motor Co Ltd, ex p Chaplin [1928] Ch 105 was viewed by the Court of Appeal as highly unsatisfactory, prompting the Third Party (Rights Against Insurers) Act 1930, which paved the way for today’s TP(RAI)A 2010. Under that statutory scheme, had the company been insolvent at the moment the pay-out was obtained, the respondents would have been within cover and able to receive the funds (assuming they proved their claim). Here, however, the matter fell between the stools: the pay-out was made before the company qualified as a relevant person for the purposes of TP(RAI)A 2010, and only afterwards did the company tip into insolvency. Some modest legislative refinement might yet be warranted to seal this loophole. That result disadvantages...

AAA Oriental Ltd v HMRC [2025] UKFTT 69 (TC) In March 2023, HMRC opened a compliance review of the company’s books and records for 7 March 2022 to 8 March 2023 to confirm it was meeting its duties as an employer. In October 2023, HMRC served a Schedule 36 taxpayer information notice. The material sought encompassed mileage logs, directors’ loan account details, invoices (including those for company credit card spending), a medical insurance policy, and fuel card statements. The company lodged an appeal. The tribunal’s first question concerned the company’s stance that paragraph 21 of Schedule 36 barred the notice. That provision prevents HMRC from issuing a notice to check a company’s corporation tax position where the company has already filed a tax return, unless one of Conditions A to E is satisfied as claimed...

Variation of Will or intestacy after death—Q&As An instrument of variation can be used to alter how a deceased person’s estate is distributed under a Will or on intestacy. It is commonly executed by deed. To secure effectiveness—typically to obtain favourable inheritance tax (IHT) and capital gains tax (CGT) treatment under section 142 of the Inheritance Tax Act 1984 (IHTA 1984) and section 62(6) of the Taxation of Chargeable Gains Act 1992 (TCGA 1992)—certain formalities must be met. These include that the deed is in writing, contains the requisite statement applying the statutory provisions, is not made for any extraneous consideration, and is signed by all relevant parties, including the deceased’s personal representatives (PRs) where additional tax would otherwise arise. For guidance on deeds of variation, see Practice Note: Variation of Will or intestacy after death. See also Practice Note: Post-death rearrangements. Compliance with these requirements will usually deliver the intended IHT and CGT position. The formalities for execution of variation should be followed accordingly. Precedent deed of variation...

Company directors oversee the everyday running of the company. They make decisions on the company’s behalf so it can continue operating, typically covering: securing funding entering contracts buying or leasing premises obtaining stock or equipment recruiting staff For details on directors’ decision-making, and the processes and procedures commonly involved, see the following Practice Notes: Directors’ decision-making—power, authority and duties Directors’ decision-making—convening board meetings Directors’ decision-making—conduct at board meetings Directors’ decision-making—post board meeting formalities Directors’ decision-making—written resolutions and decisions by sole directors Where do the directors’ powers come from? ...

Practice Note This Practice Note consists of two strands created to help dispute resolution practitioners remain up to date with developments in case law that affect their field, or which influence civil litigation procedure more generally: selected forthcoming appeals to the Supreme Court are highlighted below; see Key forthcoming appeals to the Supreme Court—2022 summaries of significant appeal decisions in England and Wales (ie rulings of the Court of Appeal and Supreme Court and, where appropriate, certain judgments of the Competition Appeal Tribunal, Judicial Committee of the Privy Council, Court of Justice of the European Union), and ECtHR, which we have covered; see: Key forthcoming appeal cases—2022 You can navigate this content using the table of contents in the left-hand margin. Alternatively, search this tracker using [CTRL]+[F]. This material is not intended to be a comprehensive register of every appeal or major decision relevant to dispute resolution practitioners. Key forthcoming appeals to the Supreme Court—2022 Tort and negligence ...

This Agreement is entered into on [ insert date ] of [ insert month ] [ insert year ] by and between: [ insert name ], of [ insert address ] (' Council '); [ insert name ], of [ insert address ] (' County Council '); [ insert name ], a company duly incorporated and registered in [ insert details ] under number [ insert details ], whose registered office is at [ insert address ] (' Developer '); [ Additional parties as necessary eg owner, landlord, mortgagee, option holder etc. ] (' [ insert additional parties as necessary eg owner, landlord, mortgagee, option holder etc ] '). Recitals The Council is the local planning authority for the purposes of section 106 of the 1990 Act for the area within which the Land is situated and is the body by whom the obligations contained in this Deed are enforceable. The County Council is the local highway...

This Deed is entered into on [ insert day and month ] 20[ insert year ], as of that date Parties [ insert name of Assignor ], a company incorporated in England and Wales with company number [ insert company number ], whose registered office is at [ insert address ] (the Assignor); and [ insert name of Security Agent ], acting as security agent and trustee for the Finance Parties pursuant to the terms and conditions contained in the [ [ Facilities Agreement ] OR [ Intercreditor Agreement ] OR [ Security Trust Deed ] ] (the Security Agent). Recitals: (A) The Finance Parties have consented to provide the loan facilities, subject to the terms and conditions set out in the Facilities Agreement (as defined below). (B) A condition precedent to the availability of the loan facilities is that the Assignor enters into this Deed to provide security in favour of the Security Agent in respect of...

This Assignment is dated [ insert day and month ] 20[ insert year ]. Parties 1 [ insert name of Assignor ], a company incorporated in England and Wales with registered number [ insert company number ], having its registered office at [ insert address ] (the Assignor); and 2 [ insert name of Lender ] of [ insert address ] (the Lender). Background The Lender has agreed to provide a loan facility to the Assignor on the terms and conditions contained in the Facility Agreement (as defined below). As a condition precedent to the loan facility being available, the Assignor must enter into this Assignment to create security in favour of the Lender for the Secured Obligations (as defined below)...