Carey Olsen explains impact of new Companies Law

Carey Olsen is advising the corporate community of the main amendments to Guernsey’s Companies Law which have recently come into effect. The changes, set out in the Companies (Guernsey) Law, 2008 Amendment Ordinance, 2015, were approved at the end of July and have now become effective (from 3 September) as a result of the Companies (Transitional Provisions and Commencement) Regulations, 2015.

The amendments represent a refinement and improvement of the current Companies Law that was introduced in 2008. A number of administrative procedures have been streamlined and the timetable for amalgamations, migrations, and takeovers has been accelerated in certain cases.

Several provisions of the Companies Law, that were previously unclear, have had their meaning and effect clarified. Of particular note is the increased ability for a company to override certain provisions of the Companies Law by specifying an alternative position in its memorandum or articles.

Tony Lane, corporate partner at Carey Olsen, said: “Many companies that were incorporated before the 2008 Companies Law have been waiting for these amendments to be introduced before updating their articles of incorporation in order to fully reflect the 2008 Law. That process of updating these articles can now be undertaken."

“In addition companies that were incorporated after the 2008 Companies Law should consider whether it is worthwhile adjusting their articles to take advantage of the increased flexibility offered by the recent amendments.”

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