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.
Hello,
Today I posted the CS01 statement form by simply signing it, completing the incorp. Number and full company name as well as a signature. I also included the current £40 fee as I was waiting for the autho code to initially webfile however didn’t want to risk five days of Companies House not receiving the statement on time. (Due 12th April). However we have had not a single trade in our first year as we are still setting up and have therefore not altered our previous status as also put on the AA02 form. However I am a little concerned that the PSC information should also have been attached to that statement posted out today even though we have had nil returns in our first year.
Can you pleas advise?
Thank you
The Confirmation statement is just used to confirm that the company’s details are up to date on the public register. Therefore, if there haven’t been any changes in the year then the CS01 will just require the basic details as you listed.
However, if this was the first Confirmation statement for the company then Part 5 of CS01 – additional information page should also have been completed naming PSC’s. The trading status of the company is not relevant to this.
We are a corporate secretary to a company and hold a share in a bare trust for a third party. Would we have to put our name on the form as having control over the share or that of the beneficial owner (who has never taken any part in the company’s affairs)?
When completing the confirmation statements there is only a requirement to provide information for persons with significant control which is a shareholding of more than 25%. If you do meet this minimum share holding requirement then it would be the party with the ultimate control in relation to the shares that would require disclosure.
Hi, my limited company was struck off on 15th Aug 2017 due to missed annual return filing. I had submitted a waiver letter from QLTR along with RT01+£100 & CS01+£40. But the Companies House have returned the CS01 form asking me to submit with Part 1 to 4. I guess it is another CS01 additional information. When I called the Companies House customer service, I was asked to just complete Part2 as there were no changes made to the company. I cant find any guidance online to complete this part in CS01. Could you please guide me with this? Thanks.
Part 2 of the form CS01 is the statement of capital change, included within this section is the shareholding of the limited company which can be found from your last annual return/confirmation statement submission, if no changes have been made. However it is advisable to complete all appropriate sections of the form. If you are having any difficulties it is is best to contact the companies house registrar directly.
Confirmation statement guides can be found at Companies House at the following link.
https://www.gov.uk/government/collections/companies-house-guidance-for-limited-companies-partnerships-and-other-company-types#company-registers
Do you have to list all shareholders – are there exemptions?
Hi Richard,
The confirmation statement is confirmation that details held by Companies House regarding your company are correct and this includes the list of shareholders and persons with significant control..
Persons with significant control (PSC) are likely to be people who hold:
– more than 25% of shares in the company
– more than 25% of voting rights in the company
– the right to appoint or remove the majority of the board of directors
HI – Im just completing a PSC form, having just set up the company and not currently trading. I am the only Director/Shareholder Under Nature of control I have indicated 75% or more, can you help me with point 6 and 7 please ? is this asking the same thing? Thanks
Hi Emma,
Without knowing the specifics of your company set up we wouldn’t be able to help you with the form unfortunately.
If you decided to appoint us as your accountant we would be able to complete the necessary admin duties of your company to save you the hassle.