Law and Regulation of Community Interest Companies

1) Introduction

Overview Community Interest Company
The role of community interest companies
CIC v Charity structures
The Taxation of CICs
Legal Structure | limited by guarantee/shares
Company Structure
Constitution Overview

2) Legislative background

The Law
The Companies Act 2006
The Companies Act 2006 (Consequential Amendments etc) Order
2008
Companies (Audit, Investigations and Community Enterprise) Act 2004
The Companies (Audit, Investigations and Community Enterprise)
Act 2004 (Commencement) and Companies Act 1989
(Commencement No 18) Order 2004 (SI 2004/3322)
The Community Interest Company Regulations 2005
The Community Interest Company (Amendment) Regulations 2009
The Companies Act 2006 (Consequential Amendments Transitional
Provisions and Savings) Order 2009

3) Regulation background

The regulator
Investigations
Enforcement
Accountability & Appeals

4) CIC Overview

Legal Company Structures
Community interest statement
Incorporation
Conversion
Charities conversion to a CIC
Financing
Loan capital & Debentures
Charge on assets
Taxation considerations

5) Reporting

Role of directors & members
Directors renumeration
Transfer of assets
Liquidation & Insolvency
Winding up
Reporting obligations
Annual reports & Accounts

6) Articles of association

Company Act 2006
Articles of association overview
Objects
Alteration
Asset Lock

7) Asset Lock

Restrictions
Dividend caps
Performance related cap
Redemption & Reduction in capital

8) Precedents

CIC model constitution: company limited by guarantee with a small membership
CIC model constitution: company limited by guarantee with a large membership
CIC model constitution: private schedule 2 company limited by shares with a small membership
CIC model constitution: private schedule 2 company limited by shares with a large membership
CIC model constitution: private schedule 3 company limited by shares with a small membership
CIC model constitution: private schedule 3 company limited by shares with a large membership