Insolvency Act 1986, section 220

Meaning of “unregistered company”

Part V Winding Up of Unregistered Companies

For the purposes of this Part “unregistered company” includes any association and any company, with the exception of a company registered under the Companies Act 2006 in any part of the United Kingdom. F473]

Definitions used in section 220 1

the company

2 Section 233B does not apply in relation to a contract for the supply of goods or services to a company (“the company”) where any of paragraphs 3 to 11 applies.

Defined in Sch.4ZZA para.2 · see it in the full Act

Cases considering section 220 23

East Riding of Yorkshire Council v KMG SICAV-SIF-GB Strategic Land Fund

[2025] EWCA Civ 1137 · 3 September 2025Interprets

The court treated section 220 as the gateway definition of an “unregistered company” and construed its association limb in the statutory context; the Sub-Fund failed that gateway. (see paras [1]-[4]; [47]-[50]; [66]-[77]) The court left open whether section 220(1) is limited to companies or associations, because that point was not taken on appeal. It held that the Sub-Fund was not an association Parliament could reasonably have intended to wind up. (see paras [48]-[50]; [66]-[77])

Esken Limited (Overseas Company Number FC041629), Re

[2026] EWHC 495 (Ch) · 6 March 2026Defines

Interprets the definition of “unregistered company” as applying for the purposes of Part V, which concerns winding up by the court and does not govern the paragraph 83 route. (see paras [15]-[18])

Madagascar Oil Limited, Re

[2025] EWHC 1015 (Ch) · 28 April 2025

Applies the provision treating the foreign plan company as an unregistered company for winding-up purposes. This permits the section 901A jurisdiction to be considered, subject to sufficient connection with England and Wales (see paras [100]-[104]).

3 more judgments, and what each says about section 220, are in the case-law panel in the full Act.

Amendments and notes

4 notes from legislation.gov.uk

Amendments

  1. F473S. 220 substituted (1.10.2009) by The Companies Act 2006 (Consequential Amendments, Transitional Provisions and Savings) Order 2009, (S.I. 2009/1941) arts. 2(1), 8, {Sch. 1 para. 76(2)} (with art. 10, Sch. 1 para. 84)

Modifications

  1. C707S. 220 applied (with modifications) (6.6.2013) by The Collective Investment in Transferable Securities (Contractual Scheme) Regulations 2013 (S.I. 2013/1388), Pt. 3 reg. 1, Sch. 2 paras. 3, 5 Table (with reg. 24)
  2. C708S. 220 applied (with modifications) (1.12.1994) by S.I. 1994/2124, arts. 8, 10(1)(b), Sch. 4 Pt. I paras. 1(1), 2
  3. C709S. 220 extended by Banking Act 1987 (c. 22, SIF 10), s. 92(2)