CIC Association

Serving Community Enterprise

I have started a CIC and originally there were 2 directors (so two members.) 1 Director has stepped down and I have recruited 3 more Directors.  These are now registered with Companies House.  Does this mean that Companies house automatically have them as members also? as the memorandum obviously still only states me and the previous director..I hope im making sence.  I thought I saw a form that you needed to sumit to companies house on members but now I cannot find it.  Any help appreciated.  thanks

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Replies to This Discussion

Hi Vicky

You don't need to register changes of members with Companies House, only add/remove them from your register of members.

Regards

James

Thanks for your quick reply and please forgive me for needing clarification, is this through the change I have made with the Directors as I dont know where this 'register of members' is?  thanks

Hi John,

Its my confusion really (and dislexia brain processing)

I have added the new directors on the web filing facility, so they are on there now.  It is the member part that I am confused about.  Do the new directors automatically become members when I registered them with companies house, or do i need to complete an alternative form for this to happen?

for companies house purpose no

if you have a 'membership' otherwise then as you manage that

If you added them with an AP01 form they will be Directors (and as you describe members)

Im assuming you originally adopted Model Constitution 1? Company Limited by Guarantee with small membership?

Members/subcribers/Director can get confusing!

Yes, we did adopt Company Limited by Guarantee with small membership.  You are also not wrong, it is confusing.  If i dont have to inform companies house then that is fine, I dont see the point in using member, director and subscriber.  ]]

I can see clearly in my articles that directors cease to be members upon termination of directorship, but is doesnt say directors become members on appointment of directorship.. maybe i took it out, i cant think why though...

Our Memorandum of Association states myself and the previous director.  If I have to have another now stating the new directors as members, i dont see how I change that, unless i basically just minute at a board meeting that there are now new directors who are also now members... 

I just want to make sure i get it correct thats all.. 

cheers for all of your help.

Hi Vicky

You asked about your "register of members". This is something the CIC is required by law to keep, but it can be as simple as an Excel spreadsheet. I have copied below information on the what the register must contain.

Regards

James


Every company must keep a register of its members showing the following particulars:
the names and addresses of the members

the date at which the person was registered as a member, and the date at which he or she ceased to be a member (past members must stay on the register for 10 years)
The register must be kept at the company's registered office, or some other office notified to Companies House

Thank you so very much...

kindest 

vicky

Hi

we have set up a CIC but I m confused about the register of members. we have two members who are no longer interested. How do i take them off? do I need to? sorry if this is a repetition but I m really confused.

eleanor

Hi Eleanor

If they are no longer interested, they will have to resign as members before you can remove them from your register. It depends what's written in your articles, but they can usually resign in writing. You will then enter the date of their resignation into your register of members. You must keep all former members on the register for ten years after their resignation.

If the members are also directors, they will want to resign as directors as well, so you will have to file form TM01 with Companies House for each.

Regards

James

thank you, James.

Where is the register of members? I see it in the incorporation document but where else would it be?

sorry if it should be obvious,

eleanor

Hi Eleanor

See my reply to Vicky above. The register of members is something you must create yourself for the company. An Excel spreadsheet works fine. However, I know that from last year companies have been given the option of keeping their register of members at Companies House. I've not used this option so don't know how it works in practise.

Regards

James

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