Single member company

Either a private company or public company, limited by shares or by guarantee, which is incorporated with one member, or whose membership is reduced to one person. Section 123 of the Companies Act 2006 requires that, if a limited company is formed with only one member, or its members fall to one in number, then this fact (along with details of the sole member and the date membership fell to one) must be recorded in its register of members. There are similar requirements to record single member company status in the register of members, where an unlimited company with a sole member becomes a limited company on re-registration, (section 123(2), Companies Act 2006). If membership subsequently increases, then this is noted in the register of members pursuant to the requirements of section 123(3) of the Companies Act 2006.

For further information, including on general meetings of single member companies and decisions by sole members, see Practice note, How to incorporate a company under the Companies Act 2006: Single member companies.