Companies Act 2006, section 1094

Removal of material from the register

Part 35 The registrar of companies

(1)The registrar may remove from the register anything that appears to the registrar to be—

(a)a document, or material derived from a document, accepted under section 1073 (power to accept documents not meeting requirements for proper delivery), or

(b)unnecessary material as defined by section 1074.

(2)The power to remove material from the register under this section may be exercised—

(a)on the registrar’s own motion, or

(b)on an application made in accordance with regulations under section 1094A(2).

(3)The registrar may exercise the power to remove from the register anything the registration of which had legal consequences only if satisfied that the interest of the company, or (if different) the applicant, in removing the material outweighs any interest of other persons in the material continuing to appear on the register.

(4)The Secretary of State may by regulations provide that the registrar’s power to remove material from the register under this section following an application is limited to material of a description specified in the regulations.

(5)Regulations under this section are subject to the negative resolution procedure.F1499]

Read section 1094 in the full Act → Definitions (4) Cases (5)

Definitions used in section 1094

the registrar

(3) In the Companies Acts“the registrar of companies” and “the registrar” mean the registrar of companies for England and Wales, Scotland or Northern Ireland, as the case may require.

Defined in s.1060(3) · see it in the full Act
the register

(2) The records relating to companies are referred to collectively in the Companies Acts as “the register”.

Defined in s.1080(2) · see it in the full Act
document

(a) “document” means information recorded in any form, and

Defined in s.1114(1) · see it in the full Act
company

“company” means a company formed and registered under this Act, that is—

(a)

a company so formed and registered after the commencement of this Part, or

(b)

a company that immediately before the commencement of this Part—

(i)

was formed and registered under the Companies Act 1985 (c. 6) or the Companies (Northern Ireland) Order 1986 (S.I. 1986/1032 (N.I. 6)), or

(ii)

was an existing company for the purposes of that Act or that Order,

(which is to be treated on commencement as if formed and registered under this Act).

Defined in s.1(1) · see it in the full Act

(4) In this section and that Schedule “company” includes any body corporate.

Defined in s.1159(4) · see it in the full Act

Cases considering section 1094 (5)

Peter Jones (China) Ltd, Re

[2021] EWHC 215 (Ch) · 5 February 2021

The court held that the Registrar had power to remove the schedules from the register and should have exercised that power. Refusal to do so was unlawful and irrational. (see paras [22]; [34]-[37])

Grupo Mexico SAB DE CV & Ors v The Registrar Of Companies For England And Wales & Ors

[2018] EWHC 1306 (Ch) · 25 May 2018Interprets

Registration having legal consequences concerning dissolution is protected from ordinary administrative removal. The court held that restoration material had to be assessed under the heightened section 1096(3) conditions (see paras [61]–[68]).

The Registrar of Companies v Swarbrick & Ors (Administrators of Gardenprime Ltd)

[2014] EWHC 1466 (Ch) · 13 May 2014

Applies the Registrar’s power to remove material which there was power, but no duty, to include. The court considered that this power could give effect to the rule 2.33A order in the present case. (see paras [61]; [95]) Identifies unnecessary material as material which may be removed administratively, subject to the statutory exceptions. (see paras [25]; [36(i)])

What each judgment says about section 1094 is in the case-law panel in the full Act.

Explanatory note

1401.The registrar has a power to remove from the register information that there was a power but no duty to enter. Under subsection ( 4) , the registrar will need to send a notice to the presenter of the information in question, or to the company to which the material relates, on or before removing the material.

1402.The registrar may not however remove information from the register where registration has had legal consequences for the company as regards certain key events, as set out in subsection ( 3) , including for example its formation or a change of registered office.

All the explanatory notes for the Act

Amendments and notes

4 notes from legislation.gov.uk

Amendments

  1. F1499Ss. 1094-1094AB substituted for s. 1094 (26.10.2023 for specified purposes, 4.3.2024 in so far as not already in force) by Economic Crime and Corporate Transparency Act 2023 (c. 56), ss. 85(2), 219(1)(2)(b); S.I. 2024/269, reg. 2(z27)

Modifications

  1. C1570Ss. 1093-1097 power to apply (with or without modifications) conferred (31.1.2019) by Technical and Further Education Act 2017 (c. 19), ss. 8, 47(2); S.I. 2018/1161, reg. 3(a)
  2. C1571Ss. 1093-1098 applied (with modifications) (1.10.2009) by The Limited Liability Partnerships (Application of Companies Act 2006) Regulations 2009 (S.I. 2009/1804), regs. 2, 67 (with reg. 60, Sch. 1 paras. 30, 31, 34, 35) (as amended (6.4.2013) by S.I. 2013/618, reg. 5 (with reg. 8(4)); (E.W.) (12.3.2015) by S.I. 2015/664, reg. 1(1), Sch. 3 para. 14(6) (with reg. 5(1)); (6.4.2016) by S.I. 2016/423, regs. 1(1), 21; (4.3.2024) by S.I. 2024/54, regs. 1(2)(a), 16; S.I. 2024/234, regs. 1(2), 37; S.I. 2024/269, reg. 2(a); and (18.11.2025) by S.I. 2025/1116, regs. 1(2), 4(4); S.I. 2025/1118, reg. 2(g))
  3. C1573S. 1094 modified by The European Public Limited Liability Company Regulations 2004 (S.I. 2004/2326), reg. 13(1B), Sch. 1A para. 4 (as inserted (1.10.2009) by The European Public Limited-Liability Company (Amendment) Regulations 2009 (S.I. 2009/2400), reg. 37) (as amended: (31.12.2020) by The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 (S.I. 2018/1298), regs. 1, 45(b)(c) (with regs. 140-145) (as amended by S.I. 2020/523, regs. 1(2), 5(a)-(f)); 2020 c. 1, Sch. 5 para. 1(1); and (21.3.2024) by The Economic Crime and Corporate Transparency Act 2023 (Consequential, Supplementary and Incidental Provisions) Regulations 2024 (S.I. 2024/410), reg. 1(2), Sch. 2 para. 2(2)(a))