Confirmation Statements – The New Annual Returns

In 2016, the annual return was replaced by the confirmation statement.

Previously, if your annual return was late, you’d get a gentle slap on the wrists from Companies House. With the introduction of the confirmation statement, being late with your return is not something you want to be doing as, in the worst cases, you, your fellow officers, and your company could be prosecuted.

Smart Team looks at the new confirmation statements and just what they’re asking from you when you fill it in and return it.

 

Confirmation statement – review periods

With the new confirmation statements, “review periods” have been introduced.

For new companies, your review period ends one year after incorporation and it’s for that period that you file your confirmation statement.

For more established companies, the review period is 12 months since your last submission of your confirmation statement.

You must submit your confirmation statement within 14 days of the end of your review period.

If nothing has changed in your company over its review period, you still must submit your confirmation statement.

 

Confirmation statement – review periods

You can submit your confirmation statement at any time during your review period. If, for whatever reason, you decide to submit one six months into your review period, Companies House will accept it.

Your review period will start all over again meaning that you’ll now have another year before the end of this new review period.

 

What does it cost to file a confirmation statement?

You’ll pay £13 for every confirmation statement you file online. However, if you file more than one confirmation statement over a twelve-month period, you will only need to make payment once.

You can also file your confirmation statement on paper for £40.

 

Confirmation statements – how you report changes

There are certain things you have to tell Companies House about when they happen. These changes can’t be given to Companies House on your confirmation statement – you have to inform them separately.

If one of these changes happens near or at the time of your confirmation statement, then you have to inform Companies House separately of each change at the same time as sending in your new confirmation statement.

Those changes are:

  • your company’s registered office
  • your company’s directors (appointments, terminations of appointments, and director’s details – including service address or surname)
  • your company’s secretary (appointments, terminations of appointments, and secretary’s details including example service address or surname)
  • people with significant control in your company (becoming or ceasing to be a PSC, change of PSC details, or change of relevant PSC statements)
  • location of the company’s registers (whether you keep them at the company’s registered office or at a single alternative inspection location).
  • your company’s SIC code
  • a change to the matters included in your company’s last statement of capital
  • a change in your shareholders’ information

If your private company keeps it information on the public record at Companies House, you need to make sure you notify Companies House of any of these changes:

  • your company’s members
  • your company’s director’s and their details
  • your director’s usual residential addresses
  • your company’s secretary and their details
  • your company’s PSCs and their details

 

Confirmation statements – changes to shareholder information

If there have been any changes to your company’s share capital since your last statement of capital form, you now need to deliver a statement of capital with your confirmation statement.

If you do need to submit a statement of capital with your confirmation statement, you’ll need to let Companies House know:

  • total number of shares in your 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)

If your company operates different classes of shares, you’ll also need to provide information on:

  • prescribed particulars of the rights attached to the shares
  • total number of shares of that class
  • aggregate nominal value of shares of that class

If your company chooses not to keep its register of members on the public register, when it comes to shareholdings, these are your reporting requirements:

  • the name of every person who was at any time during the confirmation period a member of the company
  • the number of shares of each class held at the end of the confirmation date by each person who was a member at that time
  • the number of shares of each class transferred during the confirmation period concerned by or to each person who was a member at any time during the period
  • the dates of registration of those transfers

 

Confirmation statements – Smart Team

If you want help or support with your confirmation statements, the changes you have to report, or how to inform Companies House of shareholding issues, ask Smart Team for help on 01202 577500 or email [email protected]

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