Sources of company membership information

In order to work out whether a company is a public authority by virtue of FOIA Section 6 or a Scottish public authority by virtue of FOISA Section 6, it is useful to be able to find out who its members are. There are various ways of doing this, none of which will work in all circumstances.

Accounts of public authorities

The annual accounts of many public authorities list their subsidiaries (the companies they control) in the investments note. The accounts may also list other investments. The accounts will disclose the percentage shareholding.

The presence of group accounts (also called consolidated accounts) indicates that an authority has at least one subsidiary.

Company accounts

In some cases, the published accounts of a subsidiary will state who its parent is in the Directors' Report.

For accounts standards require the disclosure of the name of the party controlling the reporting entity and, if different, that of the ultimate controlling party.(See also: [FRS 8 http://www.frc.org.uk/asb/technical/standards/pub0097.html] and [IAS24 http://www.iasplus.com/standard/ias24.htm])

Accounts for charitable companies in England and Wales (available from the Charity Commission Web site) tend to mention who the members of the company are somewhere.

Public register of data controllers

On updating their entry in the Public Register of Data Controllers, each data controller is required to declare whether or not it is a public authority for the purposes of FOI. It is sometimes easier just to find that a body admits to being a public authority without working out why.

Register of members

All registered companies are required to keep a register of members at their registered office (or a specified alternate location), to let people inspect it, and to provide copies on request (Chapter 2 of Part 8 of the Companies Act 2006). Under SI 2007/2612, doing so costs £3.50 per hour. Alternatively, copies can be requested for £1 + postage for each of the first five entries. SI 2008/3006 makes further provision regarding the inspection and copying of company records.

Annual return

Private companies with share capital are required to include a list of members in their annual return (at least every third return), which can be obtained from Companies House for £1 [1]. This requirement doesn't apply to most PLCs, and appears not to apply to companies without share capital.

The list of initial members of a company can be found in its memorandum of association (also available from Companies House for £1).

Special types of corporate bodies

Limited liability partnerships

LLPs are bodies corporate created under the Limited Liability Partnerships Act 2000. They thus come within the definition of "company" for the purposes of FOI legislation. SI 2009/1804 Regulations 30 - 31 require that LLPs include a list of members in their annual return, which is available from Companies House.

Industrial and provident societies

Industrial and provident societies are bodies corporate created under the Industrial and Provident Societies Act 1965 or the Industrial and Provident Societies Act (Northern Ireland) 1969. They are required to keep registers of members, but these are only open to inspection by other members, and not in general to the public at large. A society's rules can provide for the inspection of its register of members, and societies are required to deliver a copy of their rules in return for a fee of at most 10p (50p in Northern Ireland).

Charitable incorporated organisations

CIOs are bodies corporate created under the Charities Act 2011. They are required to keep registers of members, but paragraph 7 of Schedule 1 to SI 2012/3012 provides that these can only be inspected under very narrowly-defined circumstances.