Confirmation Statement: A UK Company’s Annual Update
The Confirmation Statement is an annual document required by all UK companies, including limited liability partnerships (LLPs). It verifies the accuracy of company information held by Companies House.

Key Purposes:

• Ensures public records are up-to-date.
• Provides transparency for stakeholders.
• Helps maintain legal compliance.

Essential Information:

• Registered office address.
• Directors and secretary details.
• Shareholders and share capital structure.
• Persons with Significant Control (PSCs).
• Company activities (SIC codes).

Filing Requirements:

• Must be filed annually.
• Due date is the company’s anniversary or the previous statement’s date.
• 14-day grace period without penalty.
• Can be filed online or by paper (online recommended).

Fees and Penalties:

• Fee for filing.
• Late filing results in penalties.
• Failure to file can lead to company strike-off.

Benefits of Compliance:

• Enhances company credibility.
• Avoids legal and financial penalties.
• By submitting the Confirmation Statement on time, companies maintain legal standing, build trust, and ensure accurate public records.

Eligibility

Who are Required to File a Confirmation Statement?

Every company registered in the UK, including dormant or non-trading companies, is legally obligated to file an annual Confirmation Statement with Companies House. This requirement applies regardless of the company’s size, industry, or whether it generates profit.

UK Resident Business Owners

For UK-based business owners, the responsibility for filing the Confirmation Statement typically falls on the company directors. This includes:

Limited Companies: Directors are directly accountable for ensuring the timely submission of the Confirmation Statement.

Limited Liability Partnerships (LLPs): Designated members hold this responsibility.

Failure to comply with these obligations can lead to severe consequences, such as financial penalties, potential company strike-off, and personal liability for directors or designated members.

Non-UK Resident Business Owners

If you own a UK-registered company but reside outside the UK, you are still legally bound to file the Confirmation Statement. Distance does not exempt you from this requirement.

To fulfill this obligation, you have two primary options:

Appoint a Representative: Designate a UK-based individual or company to act as your representative and handle the filing process on your behalf. This could be a company secretary, accountant, or another trusted party.

Direct Filing: If you prefer to manage the process yourself, you can do so directly with Companies House. However, this requires a thorough understanding of UK company law and the filing process.

Regardless of your chosen method, it’s essential to ensure that the Confirmation Statement is filed accurately and on time. Failure to comply can have serious implications for the company.

Key Considerations for All Business Owners

Timely Filing: Adhere to the annual filing deadline to avoid penalties.

Accuracy: Provide correct and up-to-date information in the Confirmation Statement.

Record Keeping: Maintain detailed records of company information for future reference.

Understanding Responsibilities: Clearly define who is responsible for filing within your company structure.

Seeking Professional Advice: If unsure about the process, consult with an accountant, company formation specialist, or legal advisor.

By understanding these responsibilities and fulfilling the Confirmation Statement requirements, business owners can protect their company’s legal status, maintain a positive business reputation, and avoid potential legal and financial consequences.

Benefits

What are the Benefits of Filing Confirmation Statement?

Benefits of Filing a Confirmation Statement

Regularly filing a Confirmation Statement with Companies House offers a multitude of advantages for both UK and non-UK resident business owners.

Maintaining Legal Compliance

Avoiding Penalties: Timely submission ensures compliance with UK company law, preventing financial penalties and legal repercussions.

Preventing Strike-Off: Consistent filing reduces the risk of the company being struck off the register, which can have severe consequences.

Enhancing Business Reputation

Building Trust: Accurate and up-to-date information reflects a well-managed and transparent business.

Attracting Investors: Potential investors often rely on public records to assess a company’s financial health and stability.

Facilitating Business Relationships: Accurate details ensure smooth interactions with customers, suppliers, and partners.

Accessing Business Opportunities

Securing Contracts: Some contracts require evidence of a company’s good standing, which is reflected in the Confirmation Statement.

Obtaining Credit: Lenders often check public records to assess creditworthiness.

Risk Management

Identifying Issues: Regular review of company information can help identify potential problems early on.

Protecting Directors: Accurate records can protect directors from personal liability in case of disputes.

For Non-UK Resident Business Owners

Demonstrating Commitment: Consistent filing shows a commitment to the UK market.

Facilitating Cross-Border Transactions: Accurate company information is essential for international business dealings.

While the obligation to file a Confirmation Statement may seem like an administrative burden, the benefits are substantial. It’s a proactive step towards safeguarding your company’s reputation, legal standing, and future growth prospects.

Documents

What Documents are Required for Filing Confirmation Statement?

Documents Required for Filing a Confirmation Statement

While the Confirmation Statement itself doesn’t require specific supporting documents to be submitted to Companies House, having accurate and up-to-date information is crucial for a successful filing.

Here are the key details you’ll need to gather before filing:

Company Information

Company registration number: This is essential for identifying your company.

Company name and registered office address: Ensure this information is accurate and up-to-date.

Company type: Limited company, LLP, or other legal structure.

Standard Industrial Classification (SIC) codes: These classify your company’s primary activities.

Director and Shareholder Information

Director details: Names, addresses, and date of birth for all directors.

Shareholder information: Names, addresses, and shareholdings for all shareholders.
People with Significant Control (PSCs): Details of individuals or entities exercising significant control over the company.

Changes to Company Information

Changes in directors or shareholders: Any changes since the last Confirmation Statement.

Changes in registered office address: If the address has changed.

Changes in SIC codes: If the company’s primary activities have changed.

Additional Information

Accounting reference date: The end date of your company’s financial year.

Share capital: Details of the company’s share capital structure.

Documenting Information- While not required to be submitted to Companies House, it’s advisable to keep records of the following:

Share certificates: Evidence of share ownership.

Director appointment documents: Proof of director appointments.

PSC declarations: Confirming the identity of persons with significant control.

Correspondence with Companies House: Records of previous communications.

Note for Non-UK Residents: If you’re a non-UK resident, you may need additional documentation to prove your identity or that of your appointed representative. This might include passport copies or power of attorney documents.

Important Considerations:

Accuracy: Ensure all information is correct and up-to-date.

Timeliness: Gather information well in advance of the filing deadline.

Record Keeping: Maintain copies of supporting documents for future reference.

Professional Help: Consider using a company formation agent or accountant to assist with the process.

By gathering the necessary information and maintaining accurate records, you can streamline the Confirmation Statement filing process and reduce the risk of errors or delays.

Process

What is the Process of Filing Confirmation Statement?

Process of Filing a Confirmation Statement with Companies House, UK

Filing a Confirmation Statement with Companies House is a mandatory requirement for all companies registered in the UK. This annual submission ensures that the public register contains accurate and up-to-date information about the company. The process is straightforward but varies slightly for UK-resident and non-UK-resident business owners due to geographical differences. Here is a detailed guide on how to file a Confirmation Statement, tailored for both UK and non-UK residents.

Step-by-Step Filing Process

Step 1: Gather Necessary Information

Before you begin the filing process, ensure you have all the required information ready. This includes:

1. Company Details

Company name and registration number.

Registered office address.

2. Directors and Secretary Information

Full names, service addresses, dates of birth, and nationality of all directors.

Details of the company secretary, if applicable.

3. Shareholders and Share Capital

Names and addresses of all shareholders.

Information about the company’s share capital, including the number and nominal value of shares issued and their rights.

4. Persons with Significant Control (PSC)

Details of individuals or entities with significant control over the company (usually those holding more than 25% of shares or voting rights).

5. Standard Industrial Classification (SIC) Codes

Accurate SIC codes that describe the nature of the company’s business activities.

Step 2: Access Companies House WebFiling Service

UK-resident business owners can access the WebFiling service via the Companies House website. Non-UK-resident business owners can also use this service but may benefit from having a local representative to assist with the process.

1. Log in to WebFiling

Use your company’s authentication code to log in. If you do not have an authentication code, you can request one from Companies House.

Step 3: Review Pre-populated Information

Once logged in, the system will display pre-populated information based on the company’s previous filings. Carefully review this information to ensure it is accurate.

1. Check Company Details

Verify the registered office address and other basic company details.

2. Update Directors and Secretary Information

Make any necessary changes to the details of directors and the company secretary.

3. Confirm Shareholders and Share Capital

Update any changes in shareholders and share capital.

4. Verify PSC Information

Ensure that the details of persons with significant control are correct.

5. Update SIC Codes

Make sure the SIC codes accurately reflect the company’s current business activities.

Step 4: Make Necessary Changes

If any information needs updating, make the changes directly in the WebFiling system. This may include adding or removing directors, updating shareholder details, or changing the registered office address.

Step 5: Submit the Confirmation Statement

After verifying and updating the necessary information, submit the Confirmation Statement.

1. Payment of Fee

Pay the filing fee, which is £13 for online submissions. The fee for paper submissions is £40.

2. Confirmation and Receipt

Upon submission, you will receive a confirmation email from Companies House. Keep this for your records.

Step 6: Address for Service (Non-UK Residents)

For non-UK residents, ensuring you have a valid UK address for service is crucial. This address will be used for all official correspondence. Non-UK residents may benefit from using a service provider or local representative to manage this requirement.

Filing a Confirmation Statement with Companies House is a critical responsibility for all business owners, both UK-resident and non-UK-resident. By following these steps, you can ensure that your company’s information is accurate and up-to-date, maintaining compliance with UK regulations and supporting your company’s transparency and credibility. Regular and timely filing helps avoid penalties and keeps your company in good standing with the regulatory authorities.

Forms

Which forms are filed for filing a Confirmation Statement?

Forms Required for Filing a Confirmation Statement: The primary form used to file a Confirmation Statement is the CS01. However, other supporting forms may be required under certain circumstances.

CS01 – The Main Form

The CS01 form is used to confirm that the company details are accurate. It includes:

Company name
Company registration number
Registered office address
Information about directors and secretary (if applicable)
Shareholder information
Statement of capital
SIC codes
People with significant control (PSC)

This form can be filed online through the Companies House web filing service or via paper submission.

PSC01 to PSC09 – People with Significant Control (PSC) Forms

If there are changes to the People with Significant Control, the following forms might be needed:

PSC01 Notice of individual person with significant control.
PSC02 Notice of relevant legal entity with significant control.
PSC03 Notice of other registrable person with significant control.
PSC04 Change of details for individual person with significant control.
PSC05 Change of details for relevant legal entity with significant control.
PSC06 Change of details for other registrable person with significant control.
PSC07 Notice of ceasing to be a person with significant control.
PSC08 Notification of PSC statements.
PSC09 Update to PSC statements.

These forms are essential if there have been any changes in the control structure of the company since the last statement was filed.

Key Considerations for UK and Non-UK Resident Business Owners

UK Resident Business Owners

1. Online Filing: It is recommended to file online for efficiency and to avoid errors.

2. Record Keeping: Ensure that all company records are accurate and up to date.

3. Changes: Report any changes in directors, shareholders, or registered office promptly.

Non-UK Resident Business Owners

1. Understanding Requirements: Be aware of the UK legal requirements and deadlines for filing.

2. Representation: Consider appointing a UK-based representative or using a company secretarial service to handle filings.

3. Communication: Maintain clear communication with UK-based company directors or agents to ensure timely updates and filings.

Due Dates

When is Your Confirmation Statement Due?

A Confirmation Statement, formerly known as an Annual Return, is a crucial document that every UK registered company must file with Companies House. It’s a yearly update confirming the accuracy of your company’s information on the public register. But when exactly is it due?

Understanding the Filing Deadline

Your Confirmation Statement is due 12 months after:

The date your company was incorporated.
The date of your last Confirmation Statement.

This 12-month period is often referred to as the ‘review period’.
Important: You have a 14-day grace period after the end of your review period to submit your Confirmation Statement. However, it’s advisable to file on time to avoid potential penalties.

Example

If your company was incorporated on 1st April 2023, your first Confirmation Statement would be due on 1st April 2024. However, you have until 15th April 2024 to file it without incurring a late filing penalty.

Implications for Non-UK Residents

Whether you’re a UK resident or based overseas, the Confirmation Statement deadline remains the same for your UK company. As a non-UK resident, you might need to appoint a UK-based representative to handle certain aspects of company administration, but the filing deadlines are unaffected by your location.

Penalties for Late Filing

Failing to submit your Confirmation Statement on time can result in penalties. These penalties can escalate if the overdue Confirmation Statement is not filed promptly. To avoid these financial repercussions, it’s essential to adhere to the filing deadlines.

By understanding the Confirmation Statement deadlines and taking proactive steps, you can ensure your company remains compliant with UK company law.

Fees and Costs

What are fees and associated costs for filing a Confirmation Statement?

While the process itself is relatively straightforward, understanding the associated costs is essential.

Fees Charged by Companies House

The primary cost of filing a Confirmation Statement is the fee charged by Companies House. The fee structure is straightforward:

Online filing: £34
Paper filing: £62

It’s crucial to note that while you can file multiple Confirmation Statements within a 12-month period, you’ll only be charged once per year. This means that any subsequent updates within the same year won’t incur additional fees.

Additional Costs

While the fees charged by Companies House are generally the only direct cost, there might be other expenses associated with the process. These can include:

Professional fees: If you decide to use a company formation agent or accountant to file your Confirmation Statement, you’ll likely incur professional fees.

Penalties: Late filing of a Confirmation Statement can result in financial penalties imposed by Companies House. These penalties can escalate over time.

Impact on Non-UK Residents

The costs associated with filing a Confirmation Statement are the same for both UK and non-UK residents. Whether you’re based in the UK or overseas, you’ll need to pay the same fee to Companies House. However, if you’re unable to handle the process yourself, you might incur additional costs for appointing a UK-based representative.

FAQs

1. What is a Confirmation Statement?

A Confirmation Statement (CS01) is a document that UK companies must file annually with Companies House to verify that the information held about the company is accurate and up to date. It includes details such as the company’s directors, shareholders, registered office address, SIC codes, and People with Significant Control (PSC).

2. When is the due date for filing a Confirmation Statement?

The Confirmation Statement must be filed at least once every 12 months. The due date is 14 days from the “confirmation date,” which is the anniversary of either the incorporation of the company or the date of the last filed Confirmation Statement.

3. What happens if I file the Confirmation Statement late?

Filing the Confirmation Statement late can result in penalties and fines. Continued non-compliance may lead to the company being struck off the Companies House register, which means it will be legally dissolved.

4. What are the fees for filing a Confirmation Statement?

The fee for filing a Confirmation Statement online is £13, while filing by paper costs £40. Online filing is generally quicker, more efficient, and cost-effective.

5. Can I file the Confirmation Statement early?

Yes, you can file a Confirmation Statement early if you anticipate difficulties meeting the due date. Filing early will reset the confirmation date to the date of the early filing, and the next statement will be due 12 months from this new date.

6. What information is required in a Confirmation Statement?

The Confirmation Statement requires the following information:
Company name and registration number
Registered office address
Details of directors and secretary (if applicable)
Shareholder information
Statement of capital
Standard Industrial Classification (SIC) codes
Information about People with Significant Control (PSC)

7. How do I file a Confirmation Statement?

You can file a Confirmation Statement online through the Companies House web filing service or by submitting a paper form CS01. Online filing is recommended for its efficiency and lower cost.

8. What is a People with Significant Control (PSC) register?

The PSC register contains details of individuals or entities that have significant control over the company. This includes anyone who owns more than 25% of the company’s shares or voting rights, or who has the power to appoint or remove a majority of the board of directors.

9. Are there any additional costs associated with filing a Confirmation Statement?

Additional costs may include fees for professional services such as company secretarial services, accountants, or legal advisors, especially if your company structure is complex or if you are a non-UK resident business owner. There may also be administrative costs related to maintaining accurate records and postage costs for paper filings.

10. What should I do if my company details have changed?

If any company details have changed, such as directors, shareholders, or registered office address, you should update this information in the Confirmation Statement. You may also need to file additional forms, such as PSC01 to PSC09, if there are changes to the People with Significant Control.

11. What are the consequences of not filing a Confirmation Statement?

Failing to file a Confirmation Statement can result in fines and penalties. Persistent non-compliance can lead to the company being struck off the Companies House register, meaning it will no longer legally exist.

12. Can non-UK residents file a Confirmation Statement?

Yes, non-UK residents can file a Confirmation Statement. They may choose to appoint a UK-based representative or use a company secretarial service to manage the filing process and ensure compliance with UK regulations.

13. Where can I get help with filing a Confirmation Statement?

You can get help from the Companies House website, professional advisors such as accountants or solicitors, or company secretarial services. These resources can provide guidance and ensure that you comply with all filing requirements.