This new title provides a full analysis of the legislative and regulatory background
of community interest companies and is a guide to all six CIC precedents:
1. CIC model constitution: company limited by guarantee with a small membership
2. CIC model constitution: company limited by guarantee with a large membership
3. CIC model constitution: private schedule 2 company limited by shares with a
small membership
4. CIC model constitution: private schedule 2 company limited by shares with a
large membership
5. CIC model constitution: private schedule 3 company limited by shares with a
small membership
6. CIC model constitution: private schedule 3 company limited by shares with a
large membership
The precedents are fully annotated to provide guidance on each article, together
with bespoke clauses that may be included for specific events.It also uses case
examples to demonstrate:
how to create or convert to a CIC
the reporting requirements with Companies House and the CIC regulator
Armed with this text any solicitor, barrister or accountant will have the tools to
confidently advise clients on the legislative and regulatory background of CICs. This
text would also suit community bodies or individuals who wish to set up a social
enterprise using the CIC structure, in particular, sports clubs or voluntary groups.
This title is included in Bloomsbury Professional's Company and Commercial Law online service.
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
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