Q&As

What is the definition of body corporate as used in s 1159 of the Companies Act 2006?

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Published on LexisPSL on 02/10/2014

The following Corporate Q&A provides comprehensive and up to date legal information covering:

  • What is the definition of body corporate as used in s 1159 of the Companies Act 2006?

What is the definition of body corporate as used in s 1159 of the Companies Act 2006?

Section 1159 of the Companies Act 2006 (CA 2006), for the purposes of defining a ‘subsidiary’, states that ‘...”company” includes any body corporate’.

CA 2006, s 1173 in turn states that:

'"body corporate" and "corporation" include a body incorporated outside the United Kingdom, but do not include:

  1. a corporation sole, or

  2. a partnership that, whether or not a legal person, is not regarded as a body corporate under the law by which it is governed'

A corporation may be defined as a body of persons (in the case of a corporation aggregate) or an office (in the case of a corporation sole) which is recognised by the law as having a personality which is distinct from the separate personalities of the members of the body or the personality of the individual holder for the time being of the office in question.

There are thus two types of corporation, namely:

  1. a corporation sole—an individual person who represents an official position which has a single separate legal entity. The death of the individual will not affect the corporation as there is a right of succession (eg the Crown, bishops and the Lord Mayor of London are examples of a corporation sole which can only be created by statute)

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