As of the 30th June 2016 the confirmation statement (CS01) has replaced the annual return (AR01). The confirmation statement must be submitted each year to Companies House to check and confirm the information they hold for the company’s officers, registered office, shareholders and share capital is accurate. In your first confirmation statement you’ll also need to include the information held in your People with Significant Control (PSC) register.
So, how is the confirmation statement different from the annual return?
While the confirmation statement is intended to serve roughly the same purpose as the annual return, there are a few new elements including:
The PSC register:
The PSC register came into force on the 6th April 2016. This is a new register and new mandatory requirement from Companies House. The register was introduced to promote further transparency within company structures by ensuring the individuals who are ultimately a companies beneficial owners and controllers are identified.
New fee dates:
A confirmation statement must be delivered within 14 days after the anniversary of either:
- the incorporation of the company
- the ‘made up date’ of the last confirmation statement
Along with completing the statement, a £13 filing fee needs to be paid to Companies House.
Any time updates:
Once the £13 fee has been paid you can update your statement as many times as you like throughout the next year for no additional fee. For example, should you make changes to your shareholders this can be updated straight away with Companies House.
Previously to update certain records at Companies House before the annual return, such as shareholder changes, this would require an additional filing fee. This is no longer the case with the confirmation statement. After the £13 annual fee has been paid any information, including shareholder changes, can be updated without any further costs.
Should you update your confirmation statement throughout the year, your confirmation statement deadline will be changed to the new ‘made up date’, which is always 12 months from the last time you completed a confirmation statement. So, if you updated your confirmation statement in October 2016, you would not need to complete another confirmation statement until October 2017. If you then updated your statement again in December 2016, you would then not need to complete another confirmation statement until December 2017.
Who is a Person with Significant Control (PSC)?
As of the 6th April 2016, all companies must keep a register of People with Significant Control (PSC). From the 30th June 2016, companies have to deliver information regarding their PSC when making a confirmation statement.
For most companies a PSC is someone who:
- holds more than 25% of a company’s shares
- holds more than 25% of a company’s voting rights
- has the right, directly or indirectly, to appoint or remove the majority of directors
While there are additional conditions to being a PSC, most small companies will fit into one of these three categories. If you are unsure about any PSC in your company, you should check your records of association, which will stipulate the control individuals have in shares and voting.
Details to include in your PSC register
You’ll need to include the following information: name, date of birth, nationality, residential address and service address. You’ll also need to include the date when they became a PSC and how they are a PSC (e.g. they hold more than 25% of your company’s shares).
As the register came into force on the 6th April 2016, this is the earliest date that a person can be registered as a PSC. If the person in your company became a PSC after this date, you will need to enter that as the effective date.
Remember, people are entitled to see your register but you must make sure you don’t share the residential addresses of your PSC. Further information on protecting your privacy and that of others can be found here.
When companies deliver their first confirmation statement, they must include all the information in their PSC register. For later confirmation statements, companies which have previously delivered this information don’t need to deliver it again, if nothing has changed. If any changes have occurred, the details of the change must be filed, along with the date of the change.
When you do you need to complete the confirmation statement?
A company director is legally obliged to file a confirmation statement for their company. Each year, Companies House will email or write to the directors at the registered address of the company informing them of the need to submit a confirmation statement.
Remember: a confirmation statement must be filed within 14 days of the anniversary of either the companies incorporation date or the ‘made up date’ of the last confirmation statement update. If a confirmation statement is not filed or is filed more than 14 days after, it is likely to result in proceedings being started against the company. The result, if not resolved, would mean the company is struck off the Companies House register preventing any further trade by the business.
Along with completing the statement (which can be done online), a £13 filing fee needs to be paid to Companies House. Alternatively a paper confirmation statement can be downloaded from Companies House website; however, filing on paper is more expensive than filing online. Once this initial filing fee has been paid, you can update the statement as many times as you please throughout the year for no extra fee.
How to complete a confirmation statement?
The confirmation statement (CS01) will need to be completed on the Companies House website. For step by step directions on how to complete the statement please click here.
How can inniAccounts help?
With many of our packages, including our registered office (Company Secretarial Service), inniAccounts will take care of submitting and updating your confirmation statement, we even pay the £13 filing fee. If you are an client without our Company Secretarial Service, we will happily complete and submit your confirmation statement for a one off fee (which includes the £13 filing fee) or you can add our Company Secretarial Service to your package. This service is a great way to get a little extra help with your company administration. The service includes us filing your confirmation statement at Companies House each year and paying your filing fee, we will also take care of updating your Companies House and HMRC records and you can use our address as your company registered address to ensure your privacy.
Remember: if you make any changes to your confirmation statement you need to let us know. Changes to shareholders can affect the dividends that you issue in inniAccounts software and SIC codes will be required for future VAT returns.
Further information concerning the confirmation statement and PSC register can be found here.