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Annual Confirmation Statement: Essential Compliance Guide

Published by Rita Bista
Published Date: April 29, 2024
Categories: Companies House

The submission of a confirmation statement to Companies House annually is a mandatory procedure aimed at maintaining the accuracy of your business information. Every limited company and LLP must file a confirmation statement at least once a year. However, sole proprietors and other partnerships are exempt from this requirement.

Introduced on 30 June 2016, the annual confirmation statement replaced the annual return. It serves the same purpose but in a more straightforward format. From 4 March 2024, new companies must provide a registered email address upon incorporation. Existing companies are required to provide a registered email address when filing their next confirmation statement from 5 March 2024.

Additionally, all companies, regardless of their establishment date, must confirm the legality of their intended future activities annually on the confirmation statement. This requirement applies to all confirmation statements from 5 March 2024 onwards.

Significance of the Confirmation Statement

Limited Companies and Limited Liability Partnerships (LLPs) submit confirmation statements to Companies House to ensure their information is correct and up to date. If any details have changed since the last filing, such changes are notified using the CS01 form.

Essential Components of Your Confirmation Statement

Completing a confirmation statement involves verifying the information registered with the Companies House and confirming  their accuracy and status. The data you'll need to review and confirm (if applicable) includes the following:

  • Registered office address
  • Standard Industrial Classification (SIC) codes (i.e., Main Business Activities)
  • Name of each shareholder
  • Shareholder Holdings (Class, Quantity, and Transfer Details)
  • Present Company Officials (Directors, Company Secretary, LLP Members)
  • Single Alternative Inspection Location (SAIL address)
  • Location of the company's statutory registers (i.e., at the registered office, at a SAIL address, or held at Companies House)
  • Status of Share Capital
  • Total number of company shares issued
  • Total nominal value of issued shares
  • Total outstanding amount (if any) on issued shares (either nominal value or premium)
  • Details of rights attached to each class of share
  • Total number of shares of each class
  • Aggregate nominal value of each class of share

Confirmation Statement Filing Responsibility

Directors have a legal responsibility to ensure timely submission of all statutory documents, including confirmation statements, to the Companies House, even if these administrative duties are delegated to a company secretary. In an LLP, designated members are accountable for filing confirmation statements.

Not filing a confirmation statement is against the law and can have serious consequences for the company and its officers. The registrar may take action to strike off the company or LLP and take legal action against the directors or designated LLP members.

Submission of Confirmation Statements

Confirmation statements can be submitted to Companies House through one of three methods:

Submission of Confirmation Statements
  • By post using form CS01 (for Company) or form LL CS01 (for LLP)
  • Online via Web Filing
  • Online through an agent

It is recommended that you file a confirmation statement online. This approach is faster and more cost-effective, and it comes with built-in checks and pre-filled information, making the process much easier.

Confirmation Statements for Dormant Companies

Every 12 months, all Companies as well as LLP, regardless of whether they are dormant or active, must submit a confirmation statement to the Companies House.

Even if a company is not actively trading, there may still be changes to its internal structure. That is why it is important to verify the accuracy of the information held at the Companies House on a specified date each year.

Deadline for Filing Confirmation Statement

You must submit a confirmation statement at least once a year, within 14 days after the end of your 12-month 'review period'. This review period commences on the following:

  • The date of company incorporation or
  • The 'statement date' of the previous confirmation statement

For newly registered companies, the review period begins from the registration date and concludes precisely 12 months later.

For Example, 

XYZ Ltd., established on 1 October 2022, is required to submit an annual confirmation statement to the Companies House.

XYZ Ltd.'s 12-month review period starts from its formation date and ends on 30 September 2023. The confirmation statement's date is 30 September 2023, and the filing deadline is 14 October 2023.

If XYZ Ltd. submitted its confirmation statement on 10 September 2023, the next review period starts from 11 September 2023 (the day after you last submitted a confirmation statement).

If XYZ Ltd filed a confirmation statement on 15 January 2024, the next review period starts from 16 January 2024.

Fee for Filing Confirmation Statement

It costs £13 to file a confirmation statement online within a year. You'll only pay this fee once, even if you file multiple statements in a 12-month payment period. If you choose to file in a paper form, the fee is £40, and it's more work because you have to fill everything out yourself and then mail it. Starting May 2024, there will be an increase in Companies House fees.

The updated fee for filing a confirmation statement online will be £34, while in paper form, it will be £62. For further information on these updates check Changes to Companies House fees - Changes to UK company law.

Each payment period lasts for 12 months and concludes on the anniversary of the last confirmation statement.

For Example, 

ABC Ltd, incorporated on 1 June 2021, initially had a payment period from 1 June 2021, to 30 June 2022.

Following the filing of the confirmation statement on 14 June 2022, the subsequent payment period started from 14 June 2022, to 13 June 2023.

ABC Ltd had to pay the fee when it submitted its confirmation statement on 30 September 2022.

However, if it files another statement on 1 March 2023, there is no need to pay an additional fee.

If ABC Ltd files another statement on 30 June 2023, it must pay the fee because it falls within a new payment period.

Consequences of Failing to Submit a Confirmation Statement

If you forget to file your confirmation statement on time, do so as soon as possible.

confirmation statement

While there's no monetary penalty for late filing, it's still a legal requirement. If you don't file it, your company could be dissolved, and its assets may be transferred to the government. Company officers or LLP members might also face legal action.

If it is not submitted in time, you may have your company struck off the registry.

Correction of Errors on a Filed Confirmation Statement

If an error is discovered on a filed confirmation statement, you should promptly submit a correction to rectify the mistake.

Since the system permits multiple submissions annually, any errors in the uploaded data can be rectified by compiling and submitting a subsequent correction confirmation statement. This submission would include an RPO4. This form is used to submit a second filing to rectify a minor inaccuracy in a previously submitted document on or after 2009.

You can complete the RP04 form online using Companies House Web filing for the following forms:

  • CS01 Confirmation statement (parts 1 to 4 only)
  • SH01 Return of allotment of shares
  • AP01 Appointment of director

Note: Web filing isn't available for LLPs- LL RP04 and other forms not mentioned above. Therefore, RP04 must be completed on paper and sent to Companies House by post.

Conclusion

Submitting a confirmation statement to Companies House is a crucial annual task for limited companies and LLPs, ensuring that their information is accurate and up to date. Failure to file this statement can have serious consequences, including potential dissolution of the company and legal action against its officers or members.

It's essential to understand the requirements, deadlines, and fees associated with filing confirmation statements to maintain compliance with company law regulations. Utilising online filing methods is recommended for efficiency and cost-effectiveness.

Additionally, if errors are discovered after submission, they should be promptly corrected through the appropriate channels to maintain the integrity of the company's records.

Stay ahead of compliance – File your confirmation statement today!

Contact us today for efficient and hassle-free assistance.

Rita Bista
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