A confirmation statement(Annual returns) is a piece of general information used to confirm key details about the internal structure ( company's directors, secretary (where one has been appointed), registered office address, shareholders, share capital and people with significant control) of a limited company or LLP on a certain date. The confirmation statement was previously known as the annual return (the name changed on 30 June 2016). This statement(Annual returns) is filed to Companies House at least once every 12 months, or as often as you may choose even if the business is dormant or even if there haven’t been any changes to your company during the review period.
When it’s due
You must file a confirmation statement at least once every 12 months. The due date is called the ‘confirmation date’, which falls on the anniversary of company formation or the ‘made up’ date of your last annual return. This is the date on which you confirm that all information held on public record is correct. You’ll get an email alert or a reminder letter to your company’s registered office when your confirmation statement is due. The due date is usually a year after either:
- the date your company incorporated
- the date you filed your last annual return or confirmation statement
You can file your confirmation statement up to 14 days after the due date. If any information is out of date, you must update your records before, or at the same time, you file the statement. For new companies, the review period starts on the date of incorporation and ends 12 months later. As an example, for a company incorporated on 1 January 2017, the review period will end on 31 December 2017. The next review period will begin on 1 January 2018. For existing companies, the review period starts the day after the last statement was made and ends 12 months later. For example, if a company last filed a statement on 1 January 2017, the review period would end on 31 December 2017. A company can make a statement early. If an additional statement is filed before 31 December 2017, it would start a new 12 month review period. For example, if the company filed a statement on 30 September 2017, the new review period would start on 1 October 2017 and end 12 months later.
What should a confirmation statement include.
To complete a confirmation statement(annual return), the data you will have to check and confirm includes:
- Location of the company’s statutory registers (i.e. registered office or SAIL address)
- Principal business activities (Standard Industrial Classification (SIC) codes)
- Name of each shareholder
- Shares held by each shareholder – class, quantity, and details of any transfers
- Statement of capital
- total number of shares of the company
- aggregate nominal value of those shares
- aggregate amount (if any) unpaid on those shares (whether on account of their nominal value or by way of premium)
- For each class of shares, you’ll also need to provide the:
- prescribed particulars of the rights attached to the shares
- total number of shares of that class
- aggregate nominal value of shares of that class
- Trading status of shares
- Persons of Significant Control
How much does it cost?
Confirmation statements can be delivered to Companies House in one of three ways:
- By post using paper form CS01 (or LLCS01 for LLPs)
- Online via WebFiling
- Online via a company formation agent,
It is cheaper and easier to file online via WebFiling or Software filing. The postal form comes in two parts, one of which consists of 28 pages, and it costs £40 to file. The online form only costs £13 to file and you will benefit from in-built checks and pre-populated data, which will make the entire process much simpler for you. Confirmation statements for dormant companies All private limited companies, whether dormant or active, must deliver an annual confirmation statement to Companies House every 12 months. Whilst a company may not be trading, certain details about the internal structure of the business may change. Therefore, you must confirm that the correct information is held at Companies House and displayed on the central public register.
Confirmation Statement FAQs
What is a Confirmation Statement?
A confirmation statement is a snapshot of general information about a company's directors, secretary (where one has been appointed), registered office address, shareholders, share capital and people with significant control. The confirmation statement was previously known as the annual return (the name changed on 30 June 2016).
What happens if I forget to file a confirmation statement?
If you forget to file a confirmation statement by the deadline, you should file it as soon as possible. Whilst there are no automatic statutory fines for late delivery, it is a criminal offence if you simply don’t file it at all. Send it as soon as you remember to avoid facing any negative consequences for yourself and your company. If you do fail to deliver one at all, your company could be struck off the register because Companies House will assume it is no longer trading. If this happens, your company will cease to exist and its assets will pass to the Crown. Company officers/LLP members may also face prosecution
How often must a Confirmation Statement be filed?
Every company must file a confirmation statement to Companies House at least once every 12 months. The window for filing the confirmation statement must be within 14 days after the anniversary of incorporation or of the made-up date of the last confirmation statement. What details do I need to file my own Confirmation Statement (DIY)? You will need the following details to file your confirmation statement:
- Principal Business Activity (if you have not already specified this) – we will provide a list for you to choose from.
- Details of any changes to your shareholders (transfers, issue of shares etc)
- That’s it. Our system does the rest!
Are share transfers included in the Confirmation Statement?
Share transfers for the year are recorded in the Confirmation Statement. We will be able to update the Confirmation Statement in respect of the share transfer/s taking place upon your instruction. The limit for the recording of shareholder changes in an application with this service is 3.