Tom said:
While you can incorporate in "England and Wales", I think you need to decide on one or the other for the registered office.
Unfortunately the model articles the Charity Commission have come up with are poorly worded on this point.
According to Companies House the situation of the Registered Office must be one of: - England & Wales - Scotland or - Wales
(http://www.companieshouse.gov.uk/infoAndGuide/companyRegistration.shtml)
I have definitely seen companies who state their registered office as England, but I'm not sure what the legal source of this is.
Either way, I suggest E&W as the one we should go for.
----- Original Message ---- From: Andrew Turvey raturvey@yahoo.co.uk To: wikimediauk-l@lists.wikimedia.org Sent: Friday, 3 October, 2008 13:59:33 Subject: Location of Registered Office
As a chapter we will be geographically focussed on the United Kingdom. however, for legal purposes we have to be incorporated in a particular jurisdiction, which will be one of: - England - Wales - England and Wales - Scotland, or - Northern Ireland
In practice, companies incorporated in all these jurisictions can operate in the other parts with no problems. The only practical restriction is that the Registered Office - often the home of the Secretary - has to be physically located in that jurisdiction.
Given that most of us seem to be based in England, I suggest "England and Wales" as the location. This gives us maximum flexibility, should we end up with a secretary who lives, say, in Cardiff, it wouldn't be a problem. If the secretary lived in, say, Edinburgh, we would just have to make some kind of arrangements for someone else - possibly another director - to host the registered office.
The alternative is to focus this chapter on, say, England and Wales only, and let Scotland form their own. Given there is currently no initiative to form a separate chapter in Scotland I suggest we dont go down that route until then.
Tango already mentioned it in the overview thread, but I'll say so explicitly.
Let's stick to one legal jurisdiction please. If you registered with CH for a registered office in Scotland, then the company will be operating under Scots law, which kinda make pointless our tame friendly (English) barrister knowledge (though I do know a number of trainee Scottish solicitor). Also, the future charity will be under the jurisdiction of the Office of the Scottish Charity Regulator (OSCR), and not the Charity Commission whose documents everyone been working from. The same can be said of choosing NI, which is worse as until its fully merge (soon?), registering of the company isn't even with CH.
Stick to England & Wales, it's where all of the currently elected board lives (at least currently the case for me anyway).
KTC
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