Explanatory Notes

Companies Act 2006

2006 CHAPTER 46

8 November 2006

Territorial Extent and Devolution

Part 1: General Introductory Provisions

Section 3: Limited and unlimited companies

20.This section restates section 1(2) of the 1985 Act. It updates the Companies Acts definitions of “limited company” and “unlimited company” to reflect changes to what is to be included in a company’s memorandum of association (see section 8). As now, a company may be limited by shares or by guarantee. Where there is no limit on the liability of the company’s members, a company is an “unlimited company.”