Type Single Justice Procedure into the search box and there will appear several posts of varying vintage of my thoughts on this topic. Last week the procedure was extended to companies. In addition some wording accompanying this press release reveals, albeit subtly and unintended I`m certain, that the facade of this secret justice procedure is revealed as not being a court in the accepted sense of the word. But more of that later.
The traditional bench of three, but all too often two, lay magistrates has developed from being selected by and comprising the supposed "great and the good" of a borough or county into a supposedly diverse and representative slice of a local society although for almost a decade the terms of service of JPs have been changed to allow them, in theory at least, to sit anywhere in England or Wales. They have been constituted as finders of fact and sentencers with a legal advisor to ensure that their words and actions are lawful or perhaps not unlawful. Such a composition continuously variable (consider how many combinations of three per a bench of eg 200) allowed a wide expertise to be exercised. That has been the rallying call for at least twenty + years by the supporters of the process when attacked by the many legal proponents of employing only legally qualified District Judges for the lower courts.
The non imprisonable offences charged against companies can be a good deal more complex than similar against named individuals. In addition some offences can be those in which company law is involved. * Annex A: Companies Act 2006, Schedule of Company Offences (SEE FULL DOCUMENT BELOW) shows the dozens of offences which the CPS could decide are suitable for presenting through the SJP. Having sat and presided over a number of these during my tenure I am more than convinced that having another or two colleagues to discuss the details was essential to have complete confidence in a final decision. The MOJ has until now presented the SJP as just an alternative form of court when in reality in most cases the magistrate and legal advisor are not even sitting in the same room within the court building. Either or possibly both would be working from home.
This facade is now blown out of the water in the document referred to above. Under the heading "SJP for companies" is written; "As with all SJP cases, defendants can still choose to have their case heard in a court." If ever there was an admission that even the MOJ itself does not consider the SJP a court in the accepted sense this is it. A court can be defined as follows; take your choice...........
A place where trials and legal cases are decided, or the group of people who deal with legal cases there
A place where trials and other legal cases happen, or the people present in such a place, especially the officials and those deciding if someone is guilty
A place where legal matters are decided by a judge and jury or by a magistrate.
An official group of people (such as a judge and jury) who listen to evidence and make decisions about legal cases.
So there we have it. The SJP cannot be considered a court by the actual words of the MOJ. So what is it? It is a device to save money initiated in 2015 but conceived years earlier by a branch of Tory government that was all too eager to demonstrate that its Secretary of State Kenneth Clarke was up front in demonstrating his support for austerity by cutting 23.8% from his budget weeks ahead of his fellow cabinet members` declarations. It is difficult not to believe that the secret so called justice of the SJP is but a forerunner of what the Tories have in mind if they are still governing us in 2025. However there are and will be no comments from His Majesty`s Loyal Opposition. They too will be amassing their own stealth plans for 2025 when Justice as a pillar of a democratic society can be further whittled away. As a nation we are not exempt for an authoritarian regime being installed at Westminster by a combination of public lethargy and corporate greed. It is to the legal professions at all levels that in decades past I would have looked for reasoned argument to ensure our courts remain free and open. I fear that along with their concerns over personal emoluments they will not wish to bite the hands they are hoping will feed them.
*Annex A: Companies Act 2006, Schedule of Company
Offences
Section Offence Mode of Trial/
Penalties
Derivation
Part 3 A company’s
constitution
26(3) Company, and every
officer in default,
failing to send
registrar copy of
amended articles
Summary/Level 3 fine CA 1985 s183
30(2) Company, and every
officer in default,
failing to forward
resolutions or
agreements affecting
company’s
constitution to
registrar
Summary/Level 3 fine CA 1985 s380(5)
34(5) Company, and every
officer in default,
failing to give
registrar notice of
changes made to
company constitution
by court order
Summary/Level 3 fine CA 1985 s18(3)
45(3) Company with a
common seal, and
every officer in
default, failing to
have company name
engraved on seal
Summary/Level 3 fine CA 1985 s350(1)
63(2) Company and every
officer in default,
amending its articles
so that it ceases to
be exempt from
requirement to have
‘limited’ in its title.
Summary/Level 5 fine CA 1985 s31(5)
64(5) Company, and every
officer in default,
failing to change
name on Secretary of
State’s direction so
that it has ‘limited’ at
the end
Summary/Level 5 fine CA 1985 s 31(6)
Section Offence Mode of Trial/
Penalties
Derivation
68(5) Company, and every
officer in default,
failing to change
name on Secretary of
State’s direction in
case of similarity to
existing name
Summary only/Level 3
fine
CA 1984, s28(2),
(5)
75(5) Company, and every
officer in default,
failing to change
name on Secretary of
State’s direction
following provision of
misleading
information etc
Summary only/Level 3
fine
CA 1985, s28(3),
(5)
76(6) Company, and every
officer in default,
failing to change
name on Secretary of
State’s direction on
grounds that is
misleading as to its
activities.
Summary only/Level 3
fine
CA 1985 s32(4)
99(4) Company, and every
officer in default,
failing to give
registrar notice of
application to court to
cancel resolution to
re-list public
company as private
company, or failing to
give notice court’s
order on such
application
Summary only/Level 3
fine
CA 1985 s54(10)
108(4) Company, and every
officer in default reregistered
as limited
company and failing
to deliver statement
of capital to registrar
of companies
Summary only/Level 3
fine
New Offence
113(7) Company, and every
officer in default,
failing to keep
registrar of members
and their particulars
Summary only/Level 3
fine
CA 1985 s352(5)
Section Offence Mode of Trial/
Penalties
Derivation
114(5) Company, and every
officer in default,
failing to give notice
to registrar of place
where register of
members is kept
Summary only/Level 3
fine
CA s353(4)
115(5) Company having
more than 50
members and every
officer in default,
failing to keep index
of members and
have it available for
inspection
Summary only/Level 3
fine
CA s354
118(1) Company, and every
officer in default,
refusing to allow
person to inspect its
register or index of
members’ names or
making default in
providing copy of
register
Summary only/Level 3
fine
New Offence
120(3) Company failing to
provide person
inspecting register or
index of members’
names with details of
amendments
Summary only/Level 3
fine
New Offence
123(4) Single member
company, and every
officer in default,
failing to comply with
requirement as to
register of members
containing a
statement that
company has only
one member
Summary only/Level 3
fine
CA 1985 s352A(3)
130(2) Company, and every
officer in default,
failing to give notice
to registrar of
location of overseas
branch register, etc
Summary only/Level 3
fine
CA 1985, s365 and
Sche.14, Pt II,
para. 1(3)
Section Offence Mode of Trial/
Penalties
Derivation
132(3) Company, every
officer in default,
failing to keep
overseas branch
register, or a copy,
available for
inspection at place in
United Kingdom
where main register
kept
Summary only/Level 3
fine
CA 1985, s362 and
Sched. 14, Pt UU,
para.4(2)
135(4) Company, and every
officer in default,
failing to give notice
to registrar of
discontinuance
notice of overseas
branch register
Summary only/Level 3
fine
New Offence
156(6) Company, and every
officer in default,
failing to comply with
Secretary of State’s
direction to comply
with requirements as
to appointment of
directors
Summary/Level 5 fine New Offence
162(6) Company, and every
officer in default,
failing to properly
keep register of
directors containing
requisite information,
failing to keep it
available and open
for inspection, or
failing to give notice
to registrar of place
where kept
Summary/Level 5 fine CA 1985 s288(4)
165(4) Company, and every
officer in default,
failing to keep
separate register of
directors’ residential
addresses
Summary/Level 5 fine CA 1985 s288(4)
Section Offence Mode of Trial/
Penalties
Derivation
167(4) Company, and every
officer in default,
failing to give notice
of change of
directors or change
of registered
particulars
Summary/Level 5 fine CA 1985 s288(4)
246(5) Company, and every
officer in default,
failing to comply with
requirements to
putting director’s
residential address
on its register
Summary/Level 5 fine New Offence
272(6) Company, and every
officer in default,
failing to comply with
Secretary of State’s
direction to appoint
company secretary
Summary/Level 5 fine New Offence
275(6) Company, and every
officer in default,
failing to keep
register of
secretaries and make
it available for
inspection
Summary/Level 5 fine CA 1985 s288(4)
410(4) Company, and every
officer in default,
failing to annex
information about
related undertakings
to annual return
Summary/Level 3 Fine CA 1985 s231(6)
425(1) Company, and every
officer in default,
failing to send out
copies of reports to
those entitled to
receive them
Either Way/Fine CA 1985 s238(5)
429(1) Company, and every
officer in default,
failing to comply with
requirements as to
summary financial
statements
Summary/Level 3 Fine CA 1985 s251(6)
Section Offence Mode of Trial/
Penalties
Derivation
431(3) Unquoted company,
and every officer in
default, failing to
make copies of
accounts and reports
available to members
or debenture holders
Summary/Level 3 Fine CA 1985 s239(3)
432(3) Quoted company,
and every officer in
default, failing to
make copies of
accounts and reports
available to members
or debenture holders
Summary/Level 3 Fine CA 1985 ss239(3)
433(4) Company, and every
officer in default,
failing to state name
of signatory in
published copies of
reports or accounts
Summary/Level 3 Fine CA 1985 s 233(6)
and 234A(4)s
434(4) Company, and every
officer in default,
failing to comply with
requirements as to
publication of nonstatutory
accounts
Summary/Level 3 Fine CA 1985 s240(6)
435(5) Company, and every
officer in default,
failing to comply
requirements as to
publication of nonstatutory
accounts
Summary/Level 3 Fine CA 1985 s240(6)
486(3) Private company,
and every officer in
default, failing to give
Secretary of State
notice of notice of
non-appointment of
auditors
Summary/Level 3 Fine CA 1985 s387(2)
490(3) Public company, and
every officer in
default, failing to give
Secretary of State
notice of nonappointment
of
auditors
Summary/Level 3 Fine CA 1985 s387(2)
Section Offence Mode of Trial/
Penalties
Derivation
501(4) Parent company, and
every officer in
default, failing to
obtain from overseas
subsidiary
undertaking
information for the
purposes of audit
Summary/Level 3 Fine CA 1985 s389B(4)
505(3) Company, and every
officer in default,
laying circulating or
delivering auditor’s
report without stating
name of auditor
Summary/Level 3 Fine CA 1985 s236(4)
512(2) Company, and every
officer in default,
failing to give notice
to registrar of
resolution removing
auditor from office
Summary/Level 3 Fine CA 1985 s391(2)
517(2) Company, and every
officer in default,
failing to send
auditor’s notice of
resignation to
registrar
Either Way/Fine CA 1985 s392(3)
523(4) Company, and every
officer in default,
failing to notify and
give reasons to audit
authority of auditor
ceasing to hold office
Either Way/Fine New Offence
554(3) Company, and every
officer in default,
failing to register
allotment of shares
Summary/Level 3 Fine New Offence
590(1) Company, an every
officer in default,
contravening
prohibitions (in Pt 17,
Chap. 5) as to
payment of shares
Either Way/Fine CA 1985 s114
602(2) Company, and every
officer in default
failing to deliver copy
of resolution under
s601 and valuer
report to registrar
Summary/Level 3 Fine CA 1985 s111(4)
Section Offence Mode of Trial/
Penalties
Derivation
607(1) Company, and every
officer in default,
contravening s593
(public allotting
shares for non-cash
consideration) or
s598 (public
company entering
into agreement for
transfer of non-cash
asset)
Either Way/Fine CA 1985 s114
619(4) Company, and every
officer in default,
exercising power
under s618 (subdivision
or
consolidation of
shares) but failing
properly or all to give
notice to registrar of
shares affected
Summary/Level 3 Fine CA 1985 s122(2)
621(4) Company, and every
officer in default,
exercising s620
(reconversion of
stock into shares) but
failing properly or at
all to give notice to
registrar of stock
affected
Summary/Level 3 Fine CA 1985 s122(2)
625(4) Company, and every
officer in default,
failing properly or at
all to give notice to
registrar specifying
redenominated share
capital
Summary/Level 3 Fine CA 1985 s122(2)
627(7) Company, and every
officer in default,
passing resolution
under s626
(reduction of capital
in connection with
redomination) but
failing properly or at
all to give notice
registrar
Either Way/Fine CA 1985 s122(2)
Section Offence Mode of Trial/
Penalties
Derivation
635(2) Company, and every
officer in default,
failing to forward to
registrar copy of
court order upon an
application under
s633 or 634
(objection to variation
of class rights)
Summary/Level 3 Fine CA 1985 s127(5)
636(2) Company, and every
officer in default,
assigning name or
other designation (or
new name or
designation) of class
of shares and failing
to give notice to
registrar
Summary/Level 3 Fine CA 1985 s128(5)
637(2) Company and every
officer in default,
varying rights
attached to shares
and failing to give
notice to registrar
Summary/Level 3 Fine CA 1985 s128(5)
638(2) Company, and every
officer in default,
creating new class of
members and failing
to give notice to
registrar
Summary/Level 3 Fine CA 1985 129(4)
639(2) Company, and every
officer in default ,
assigning name or
other designation(or
new name or
designation) to class
of members and
failing to give notice
to registrar
Summary/Level 3 Fine CA 1985 129(4)
640(2) Company, and every
officer in default,
varying rights
attached to class of
members of
company not having
a share capital and
failing to give notice
to registrar
Summary/Level 3 Fine CA 1985 s129(4)
Section Offence Mode of Trial/
Penalties
Derivation
644(8) Company, and every
officer in default,
failing properly or at
all to deliver to
registrar solvency
statement and
statement of capital
and directors’
statement as to the
timing of the
solvency statement
and its provision to
members
Either Way/Fine New Offence
658(2) Company and every
officer in default,
contravening general
rule against
acquisition of its own
shares
Either Way: Indictment:
2 years’ imprisonment,
fine or both; Summary
(12 months’
imprisonment, or a fine
or both)
CA 1985 s143(2)
663(4) Company, and every
officer in default,
failing properly or at
all to give notice (and
accompanying
statement of capital)
when cancelling
shares in order to
comply with s622
(duty to cancel
shares in public
company held by or
for the company)
Summary/Level 3 Fine New Offence
667(2) Public company, and
every officer in
default, failing to
comply with duty
under s662 to cancel
shares in company
held by or for the
company, or to apply
for re-registration as
a private company
Summary/Level 3 Fine CA 1985 s149(2)
680(1) Company, and every
officer in default,
contravening
prohibitions in s678
or s679 as to
financial assistance
Either Way: Indictment:
2 years’ imprisonment,
fine or both; Summary:
12 months’
imprisonment, fine or
both
CA 1985 s151(3)
Section Offence Mode of Trial/
Penalties
Derivation
689(4) Company, and every
officer in default,
failing properly or at
all to give notice to
registrar of redeemed
shares
Summary/Level 3 Fine New Offence
708(4) Company, and every
officer in default,
failing to give notice
to registrar of
cancellation of
purchase of its own
shares in accordance
with s724 or s 729
Summary/Level 3 Fine CA 1985 169A
720(5) Company, and every
officer in default,
failing to give notice
to registrar as to
place where
directors’ statement
and auditors’ report
kept, or failing to
allow inspection by
member of company
or creditor
Summary/Level 3 Fine CA 1985 s175(7)
722(4) Company and every
officer in default,
failing to give notice
to registrar of making
of application under
s721 (application to
court to cancel
resolution), or failing
to forward copy of
order of court to the
registrar
Summary/Level 3 Fine CA 1985 s176(4)
732(1) Company, and every
officer in default,
failing to comply with
general requirements
under Pt 18, Chap.6
as to treasury shares
Either Way/Fine
741(2) Company, and every
officer in default,
failing to register
allotment of
debentures
Summary/Fine Level 3 CA 1985 s399(3)
Section Offence Mode of Trial/
Penalties
Derivation
743(4) Company, and every
officer in default,
failing to give notice
to registrar of place
where register of
debenture holders
kept
Summary/Level 3 Fine New Offence
746(1) Company, and every
officer in default,
refusing to allow
inspection of register
of debentures or
failing to provide a
copy
Summary/Level 3 Fine CA 1985 s191(4)
761(1) Company doing
business or
exercising borrowing
power in
contravention of s761
(public company:
requirement as to
minimum share
capital)
Either Way/Fine CA 1985 s117(7)
771(3) Company, and every
officer in default,
failing to register
transfer of shares or
debentures or give
transferee notice of
refusal to do s and
reasons why
Summary/Level 3 Fine CA 1985 s183(5)
798(3) Company, and every
officer in default,
issuing shares in
contravention of
restrictions imposed
under s794
Either Way/Fine
Section Offence Mode of Trial/
Penalties
Derivation
806(1) Company, and every
officer in default,
failing to comply with
s805(5) (notice to
registrar of place at
which report to
members on
outcome of
investigation into
interests in shares
under s803 available
for inspection)
Summary/Level 3 Fine New Offence
807(3) Company, and every
officer in default,
refusing to allow
inspection of report
prepared under
section 805
Summary/Level 3 Fine CA 1985 219(3)
808(5) Company, and every
officer in default,
failing properly or at
all to keep register of
information received
in pursuance of
requirement under
s793
Summary/Level 3 Fine CA 1985 s211(10)
809(4) Company, and every
officer in default,
failing to keep
register of interests
disclosed available
for inspection
Summary/Level 3 Fine CA 1985 s211(10)
810(5) Company, and every
officer in default,
failing to keep
associated index of
names entered in
register of interests
disclosed
Summary/Level 3 Fine CA 1985 s211(10)
813(1) Company, and every
officer in default,
refusing to allow
inspection of register
of interests disclosed
and associated index
or making default in
providing a copy
Summary/Level 3 Fine New offence
Section Offence Mode of Trial/
Penalties
Derivation
815(3) Company, and every
officer in default,
improperly removing
entry in register of
interests disclosed or
failing to restore
improperly removed
entry
Summary/Level 3 Fine CA 1985 s218(3)
819(2) Company ceasing to
be public company
but failing to keep
register of interests
disclosed and
associated index for
six further years
Summary/Level 3 Fine CA 1985 s211(10)
858(1) Company, its
directors and
secretaries, any
other officer in
default, failing to
deliver annual return
within 28 days of
return date
Summary/Level 5 Fine CA 1985 s363(3)
860(4) Company, and every
officer in default,
creating charge but
failing properly or at
all to deliver
particulars and
instrument to
registrar
Either Way/Fine CA 1985 s399(3)
862(4) Company, and every
officer in default,
acquiring property
subject to registrable
charge and failing to
deliver particulars
and certified copy of
instrument to
registrar
Either Way/Fine CA 1985 s400(4)
Section Offence Mode of Trial/
Penalties
Derivation
877(5) Company, and every
officer in default,
failing to give notice
to registrar of place
at which documents
creating charges and
register of charges
are kept available for
inspection or refusing
to allow inspection
Summary/Level 3 Fine CA 1985 s408(3)
897(5) Company, and every
officer in default,
failing to make
explanatory
statement to
creditors when giving
notice summoning
meeting of creditors
for proposed
compromise or
arrangement
Either Way/Fine CA 1985 s426(6)
900(7) Company, and every
officer in default,
failing properly or at
all to deliver copy of
order under s899
(court sanction for
compromise or
agreement to
registrar)
Summary/Fine Level 3 CA 1985 s247(5)
901(5) Where a court order
under s899 (order
sanctioning
compromise or
arrangement) or 900
(order facilitating
reconstruction or
amalgamation) alters
company’s
constitution,
company, and every
copy of articles
accompanied by
court order
Summary/Fine Level 3 CA 1985 s425(4)
Section Offence Mode of Trial/
Penalties
Derivation
970(3) Company passing
opting-in or an
opting-out resolution
and failing to notify
Takeovers Panel of
that fact
Summary/Fine Level 3 SI 2006 No 1183
(CLW061818),
Sched. 2
993(1) Fraudulent trading Either Way:
Indictment: 10 years’
imprisonment, fine or
both;
Summary: 12 months’
imprisonment, fine or
both
CA 1985: s458
998(3) Company, and every
officer in default,
failing to deliver copy
of amended articles
to registrar following
order of court on
complaint by member
that affairs of
company being
conducted in unfairly
prejudicial manner
Summary/ Level 3 Fine CA 1985 s461(5)
999(4) Company, and every
office in default,
failing to annex to
articles order of court
on complaint by
member that affairs
of company being
conducted in unfairly
prejudicial manner
Summary/Fine Level 3 New Offence
1033(6) Company, and every
officer in default,
failing to comply with
requirements as to its
name upon
restoration to the
register
Summary/ Level 5 Fine New Offence
Section Offence Mode of Trial/
Penalties
Derivation
1093(3) Company, and every
officer in default,
failing to deliver
documents to
registrar in
connection with
request for
replacement
document where
information
inconsistent with
register
Summary/ Level 5 Fine New Offence
1135(3) Company, and every
officer in default,
failing to comply with
requirements as to
form in which
company records
must be kept
Summary/Level 3 Fine CA 1985 s722(3)
1145(4) Company, and every
officer in default,
failing to send
document or
information in hard
copy form to member
or debenture holder
on request
Summary/Level 3 Fine New Offence
1248(5) Company failing to
retain person to carry
out second audit or
review accounts
when directed to do
so by Secretary of
State
Summary/Level 5 Fine CA 1989 s29
1248(7) Company failing to
send report prepared
by appropriate
person as to whether
second audit
required to registrar,
or failing
to take steps referred
to in report as to
carrying out of
second audit.
Summary/Level 5 Fine CA 1989 s29
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