Companies Act 2014 section 1274A

Non-application of Part 26 to certain ULCs

Section 1274A provides that the Mergers and Divisions rules in Part 26 of the Companies Act 2014 do not apply to unlimited companies (ULCs), unless the ULC in question is a "designated ULC" as defined in section 1274.

• Part 26 of the Companies Act 2014, which deals with mergers and divisions of companies, generally does not apply to unlimited companies (ULCs).
• The sole exception is where the ULC is a "designated ULC" within the meaning of section 1274 — in that case, Part 26 does apply.
• A designated ULC is broadly one where all of its members are limited liability entities, meaning its members enjoy indirect limited liability despite the company itself being unlimited.
• This section was introduced by section 79 of the Companies (Accounting) Act 2017.