Mainbrace Ltd is a book publisher and retailer which trades via the internet. The company was formed using a kit bought from a legal stationer, start-up capital was provided by the major shareholder, Bertie Bracewell’s father, another friend, and co-owner Angela Main also provided some capital. Bertie’s father owns 10 per cent of the company but doesn’t take any part in its activities. When it was set up Angela and Bertie didn’t want to get too ‘tied up in paperwork’ so they put on the forms that Bertie’s father and Angela’s mother, who just signed the form because she was asked to, were the first directors. Since it started the company has done exceptionally well and, some 18 months after it started up it is now turning over approximately a million pounds per month, employs 60 people in three offices and has recently entered into a contract to buy a huge distribution warehouse valued at over £5m. The company has Angela and Bertie to run the business and make all the decisions between them, with occasional advice from the company accountant Ron Whistler. He produces monthly management accounts, but the company has never had an audit and has never filed any accounts with the Registrar of Companies. Ron is getting a little concerned, particularly as he has just received an envelope from Companies House. He daren’t open it because he thinks it will be bad news.

Discussion

–What provisions of the Companies Act are Bertie, Angela and Mainbrace Ltd not complying with?
–What should they do as a matter of urgency to correct the situation?