Confirmation Statements: A Practical Guide for UK Businesses

Harper James advises UK businesses on company secretarial matters, including Companies House filings under the laws of England and Wales. A confirmation statement is an annual Companies House filing used to confirm that a company’s registered information is accurate.

What a confirmation statement does

Every UK company must file at least one confirmation statement during each 12-month review period, including dormant and non-trading companies. The first statement is generally due 12 months after incorporation. Later statements are usually due within 12 months of the date on which the previous confirmation statement was filed. A company can file an earlier statement, which starts a new review period.

The filing confirms information such as the registered office, registered email address, principal business activity or SIC code, directors, secretary, people with significant control, share capital and shareholder information. The relevant sections depend on the company’s structure and circumstances. If the information has not changed, the company still needs to file the statement and confirm that its records remain accurate.

Preparing and filing the statement

A practical process is to review the company’s Companies House record and internal registers before filing. Check the registered office, directors, secretary, PSC information, SIC code, shareholdings and statement of capital against the company’s current records. Changes that have their own filing requirements should not be left until the confirmation statement. For example, changes to directors, PSC details and registered office information generally need separate notification within specified time limits, while an allotment of shares normally has to be reported within one month.

The confirmation statement is filed online through Companies House or, where appropriate, using the relevant paper form. A filing fee applies, and the online and paper fees can differ. The company should retain evidence of submission and check that the filing appears correctly on its Companies House record. Late filing can result in the company being contacted by Companies House and, in serious cases, can contribute to strike-off action.

What it does not replace

A confirmation statement is separate from annual accounts and a company’s corporation tax return. Filing it does not report financial performance, pay corporation tax or satisfy the company’s accounting obligations. Directors remain responsible for keeping statutory registers and Companies House information up to date throughout the year, rather than treating the annual confirmation statement as the only compliance review.