Set up a charity
- 1 step
UK Statutory Instrument
2005
United Kingdom
Community Interest Company Regulations 2005
At a glance
Enforced by
What's here
29 compliance obligations, 4 practical guides · 2 journeys
Who this Act binds
Business-side actors with duties under this Act, ranked by how often they appear.
- Trader 13
- Director or Officer 9
- Applicant 1
Plus 6 non-business duties on Crown ministers, regulators, local authorities or tribunals — shown collapsed under each section below.
Step-by-step journeys using this legislation
Walkthroughs that take you from a real business situation to compliance.
Set up a community interest company (CIC)
- 3 steps
Relevant guidance
Practical guides for businesses affected by this Act, ordered by how closely they engage with it.
Supporting — topic alignment
3 guidesMentioned in related content
1 guidesOther Acts binding the same actors
For each actor bound by this Act, the other UK Acts that bind them most often. Useful for understanding the full compliance landscape facing each role.
Traders also bound by 826 other Acts (top 5 shown)
- Value Added Tax Regulations 1995 1995 413 duties
- Companies Act 2006 2006 243 duties
- The Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 2008 114 duties
- Insolvency (England and Wales) Rules 2016 2016 62 duties
- Building Societies Act 1986 1986 56 duties
Directors and Officers also bound by 425 other Acts (top 5 shown)
- Insolvency (England and Wales) Rules 2016 2016 161 duties
- Companies Act 2006 2006 108 duties
- Insolvency Act 1986 1986 72 duties
- The Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 2008 55 duties
- The Housing Administration (England and Wales) Rules 2018 2018 26 duties
Applicants also bound by 294 other Acts (top 5 shown)
- Insolvency (England and Wales) Rules 2016 2016 46 duties
- Human Medicines Regulations 2012 2012 30 duties
- The Land Registration Rules 2003 2003 25 duties
- Value Added Tax Regulations 1995 1995 18 duties
- Space Industry Regulations 2021 2021 14 duties
What this Act requires
Sections that create concrete duties on businesses or carry penalties. Procedural and definitional sections are folded into the “Browse other sections” expander at the bottom of each group. Click any section title to read the source text on legislation.gov.uk.
Part 1 — Citation, commencement and interpretation
Browse 2 other sections in this Part — procedural / definitional / commencement
Citation and commencement
Interpretation
Part 2 — The community interest test and excluded companies
Browse 4 other sections in this Part — procedural / definitional / commencement
Political activities not to be treated as being carried on for the benefit of the community
Other activities not to be treated as being carried on for the benefit of the community
Section of the community
Excluded companies
Part 3 — Requirements concerning the memorandum and articles
Company without share capital
- Include statutory clauses in articles for CICs without share capital Trader
Company with share capital
- Include mandatory clauses in CIC articles of association Trader
Declaration of dividends
- Ensure CIC dividends are only declared by member resolution Trader
Browse 1 other section in this Part — procedural / definitional / commencement
Alternative provisions
Part 4 — Prescribed documents
Prescribed formation documents
- Submit community interest statement and non-exclusion declaration Director or Officer
Prescribed conversion documents
- Prepare and sign conversion documents to become a CIC Director or Officer
Part 5 — Alteration of objects
Requirement for Regulator’s approval
Other duties (1) — Crown / regulator
- Regulator must approve changes to your CIC's objects Statutory regulator
Documents to be delivered to registrar of companies
- Deliver specific statements to the Registrar when changing your CIC's objects Trader
Decisions etc
Other duties (1) — Crown / regulator
- CIC Regulator must decide on changes to company objects Statutory regulator
Browse 1 other section in this Part — procedural / definitional / commencement
Exemptions
Part 6 — Restrictions on distributions and interest
The interest cap
- Adhere to the interest cap on performance-related debt Trader
Distribution of assets on a winding up
Other duties (1) — Crown / regulator
- CIC Regulator must direct the distribution of assets when a CIC closes Statutory regulator
Redemption and purchase of shares
- Limit share buyback or redemption payments to paid-up value Trader
Reduction of share capital
- Limit lead-out from share capital reductions Trader
Browse 5 other sections in this Part — procedural / definitional / commencement
Part 7 — Community interest company report
General
- Prepare and file an annual Community Interest Company (CIC) report Trader
Information about dividends
- Include detailed dividend information in your annual CIC report Trader
Information about debts or debentures on which a performance-related rate is payable
- Disclose performance-related interest rates on debts or debentures in your CIC report Trader
Browse 1 other section in this Part — procedural / definitional / commencement
Part 8 — Managers
Reports
- Submit reports to the CIC Regulator when requested Director or Officer
Browse 3 other sections in this Part — procedural / definitional / commencement
Part 9 — The registrar of companies
Documents
Other duties (1) — Crown / regulator
- Registrar of Companies must notify the Regulator of CIC insolvency procedures Statutory regulator
Browse 1 other section in this Part — procedural / definitional / commencement
Part 10 — Fees
Fees payable by a community interest company
- Pay required fees for CIC regulatory functions Trader
Part 11 — The Appeal Officer
Time limits
Other duties (1) — Crown / regulator
- Regulator must process and forward Community Interest Company appeals Statutory regulator
Notice of appeal
- Include specific details in your notice of appeal to the CIC Regulator Applicant
Reasons
Other duties (1) — Crown / regulator
- Appeal Officer must provide reasoned decisions and publish them Tribunal / Court
Browse 3 other sections in this Part — procedural / definitional / commencement
Schedules
(1) The subscribers to the memorandum are the first members...
- Directors must approve new members and set application requirements Director or Officer
(1) Questions arising at a meeting of directors shall be...
- Decide director meeting questions by majority vote Director or Officer
(1) The company shall not transfer any of its assets...
- Do not transfer company assets below full market value (asset lock) Trader
(1) The directors may refuse to register the transfer of...
- Notify share transfer refusal within 2 months Director or Officer
(1) Questions arising at a meeting of directors shall be...
- Directors must vote on board decisions with single vote each; chairman casts tie-breaker Director or Officer
(1) The company shall not transfer any of its assets...
- Do not transfer assets for less than full value Trader
(1) The directors may refuse to register the transfer of...
- Notify transferee of share transfer refusal within two months Director or Officer
(1) Questions arising at a meeting of directors shall be...
- Directors vote on matters; chairman casts deciding vote on a tie Director or Officer
Browse 8 other Schedules — structural / supplementary
ALTERNATIVE PROVISIONS PRESCRIBED FOR THE MEMORANDUM OR ARTICLES OF A COMMUNITY INTEREST COMPANY LIMITED BY SHARES, OR LIMITED BY GUARANTEE WITH A SHARE CAPITAL
FEES PAYABLE TO THE REGISTRAR OF COMPANIES
(1) The company shall not transfer any of its assets...
(1) A person who is not a member of the...
(1) A person who is not a member of the...
(1) A person who is not a member of the...
(1) The average amount of a debt or sum outstanding...
Where the amount of the debt or the sum outstanding...
Official guidance
Authoritative sources published by regulators or government explaining this legislation.
- Audit exemptions (GOV.UK) (opens in a new tab) from Companies House Detailed Guidance
- OSCR accounts and finance guidance (opens in a new tab) Detailed Guidance
- Gender pay gap reporting guidance (GOV.UK) (opens in a new tab) Detailed Guidance
Enforcement and responsible bodies
The regulators that administer or enforce this legislation.
Office of the Regulator of Community Interest Companies
Regulates Community Interest Companies, a special type of limited company for social enterprises that use profits for community benefit. Approves CIC registration …
Explore more
Browse legislation
Find other UK business legislation with related guidance.
Regulators
Learn more about the bodies that enforce this legislation.