On 30th June 2016, the annual return was replaced with a new filing requirement called the ‘confirmation statement’. Despite the different name, the confirmation statement is essentially a simplified version of the annual return. You only need to file it once a year and there is no change to the filing fee or deadline.
What is a confirmation statement?
The confirmation statement is used by limited companies and limited liability partnerships (LLPs) to verify the accuracy of certain information held on public record. By filing a confirmation statement, you are confirming to Companies House that the following details (where applicable) are correct and up to date at the ‘confirmation’ date:
- company/LLP name
- company registration number
- registered office address
- SAIL address
- details of each director and secretary
- shareholders’ details
- issued share capital
- LLP members’ details
- nature of business activities (SIC codes)
- information about People with Significant Control (PSCs)
- location of statutory company registers
The confirmation date is the date on which you complete the statement. This confirmation date also represents the date on which you affirm that all information held on the public register at Companies House is correct. It was previously referred to as the ‘made up’ date of the annual return and it falls on the anniversary of company formation or the anniversary of the last ‘made up’ date.
How does the confirmation statement differ from the annual return?
When filing an annual return, companies had to provide all of the aforementioned company details on each return, even if there had been no changes since the last annual return was filed. You don’t have to do this with the confirmation ctatement – you simply need to review the details currently held on record and confirm that they are accurate and fully up to date as of the confirmation date.
Where there are changes, however, the statement can be used to update certain information. You can report changes to existing shareholders’ details, provide details of new members, report changes to share capital, and change your company’s SIC codes. If there are any other changes that you need to report to Companies House, you must complete the relevant forms before filing the confirmation statement.
How and when to file a confirmation statement
Company officers (directors and company secretaries) and designated LLP members are responsible for delivering a confirmation statement to Companies House at least once every 12 months. The filing deadline is 14 days after:
- the anniversary of company registration, or
- the anniversary of the date on which you filed your last confirmation statement
You can complete and deliver a confirmation statement online or by post using form CS01. The most effective method is online filing through Companies House WebFiling service or via Rapid Formations’ free Client Admin Portal. If the company information registered on public record is correct, you simply need to confirm that the details are accurate and up to date.
If you need to update the company name, addresses, or details of officers or PSCs, you must complete the relevant Companies House form and submit it with your confirmation statement. You can, however, use the statement to notify Companies House about changes to shareholders’ details, share capital, and SIC codes.
You must pay £13 to file online and £40 to file a paper confirmation statement by post. This is a one-off charge per year, regardless of how many statements you file or updates you make within a 12-month period. With the annual return, companies had to pay a fee every time they filed the document.
What is the confirmation date?
The confirmation date replaces the ‘made up’ date of the abolished annual return. It is the date on which you must confirm that your company details are accurate. It will fall on the anniversary of company formation or the anniversary of date that you filed your last confirmation statement.
You have a period of 14 days after the confirmation date to deliver the statement to Companies House.
Do I need to provide a full list of shareholders?
There is no longer a requirement to provide a full list of shareholders every three years. This was part of the annual return, which no longer exists.
Dormant company requirements
All companies limited by shares or guarantee, regardless of whether they are dormant or active, must submit a confirmation statement to Companies House at least once every year. If you fail to do so, your company will no longer be in ‘good standing’ and it may be struck off the register.