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Legislation
Companies Act 2006

Crossheading Companies qualifying as medium-sized

  • Section 465 Companies qualifying as medium-sized: general
  • Section 466 Companies qualifying as medium-sized: parent companies
  • Section 467 Companies excluded from being treated as medium-sized
  1. Companies qualifying as medium-sized
  2. Companies qualifying as medium-sized: parent companies

Section 466 | Companies qualifying as medium-sized: parent companies

From legislation.gov.uk

(1)A parent company qualifies as a medium-sized company in relation to a financial year only if the group headed by it qualifies as a medium-sized group.

(2)A group qualifies as medium-sized in relation to the parent company's first financial year if the qualifying conditions are met in that year.

(3)A group qualifies as medium-sized in relation to a subsequent financial year of the parent company—

(a)if the qualifying conditions are met in that year and the preceding financial year;

(b)if the qualifying conditions are met in that year and the group qualified as medium-sized in relation to the preceding financial year;

(c)if the qualifying conditions were met in the preceding financial year and the group qualified as medium-sized in relation to that year.

(4)The qualifying conditions are met by a group in a year in which it satisfies two or more of the following requirements—F1F2

Table
1. Aggregate turnoverNot more than £54 million net (or £64 million gross)
2. Aggregate balance sheet totalNot more than £27 million net (or £32 million gross)
3. Aggregate number of employeesNot more than 250

(5)The aggregate figures are ascertained by aggregating the relevant figures determined in accordance with section 465 for each member of the group.

(6)In relation to the aggregate figures for turnover and balance sheet total—F3

“net” means after any set-offs and other adjustments made to eliminate group transactions—

(a)in the case of Companies Act accounts, in accordance with regulations under section 404,

(b)in the case of IAS accounts, in accordance with UK-adopted international accounting standards; and

“gross” means without those set-offs and other adjustments.

A company may satisfy any relevant requirement on the basis of either the net or the gross figure.

(7)The figures for each subsidiary undertaking shall be those included in its individual accounts for the relevant financial year, that is—

(a)if its financial year ends with that of the parent company, that financial year, and

(b)if not, its financial year ending last before the end of the financial year of the parent company.

If those figures cannot be obtained without disproportionate expense or undue delay, the latest available figures shall be taken.

Notes

  1. F1

    Words in s. 466(4) table substituted (6.4.2025) by The Companies (Accounts and Reports) (Amendment and Transitional Provision) Regulations 2024 (S.I. 2024/1303), regs. 1(2), 10(2)(a) (with regs. 2(2), 3)

  2. F2

    Words in s. 466(4) table substituted (6.4.2025) by The Companies (Accounts and Reports) (Amendment and Transitional Provision) Regulations 2024 (S.I. 2024/1303), regs. 1(2), 10(2)(b) (with regs. 2(2), 3)

  3. F3

    Words in s. 466(6) substituted (31.12.2020 with effect in relation to financial years beginning on or after IP completion day) by The International Accounting Standards and European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2019 (S.I. 2019/685), reg. 1(2)(3), Sch. 1 para. 19 (with reg. 1(4)-(8), Sch. 1 para. 64) (as amended by S.I. 2020/335, regs. 1, 3, 4 and S.I. 2020/523, regs. 1(2), 22, 25(b)); 2020 c. 1, Sch. 5 para. 1(1)

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