Filing a Confirmation Statement: A Legal Guide for UK Companies

If you run a company in the UK, chances are you’ve heard about the confirmation statement - but do you know exactly what it is, why it’s important, and how to file it correctly? Whether you’re a new business owner, setting up a limited company, or simply want to ensure you’re ticking all the right compliance boxes, understanding the confirmation statement is absolutely essential.

The good news? Filing your confirmation statement doesn’t have to be confusing or stressful. With the right legal foundations and a clear process, you can stay on top of your legal obligations, avoid costly penalties, and keep your company records up to date with Companies House - all with confidence.

This guide walks you through everything you need to know about the confirmation statement: what it is, why it matters, the filing process, deadlines, possible pitfalls, and how to get help if you need it. Let’s get your business protected from day one.

What Is a Confirmation Statement - And Why Does It Matter?

A confirmation statement is a formal filing that every UK company must submit to Companies House at least once every 12 months. It replaced the old “annual return” a few years back, but the main aim remains the same: to confirm (or update) the key details about your company.

Here’s what it’s all about:

• Transparency: It ensures the legal, ownership, and shareholder information Companies House holds about your company is accurate and current.
• Legal requirement: By law (under the Companies Act 2006), every company and LLP must file a confirmation statement - it’s not optional.
• Avoiding trouble: Filing keeps your company on the right side of the law. Failing to submit it can lead to fines, criminal charges, and even your company being struck off the register.

Think of it as a quick but crucial yearly check-in to show that your company’s information is up to date - and if it’s not, to amend it.

Who Has to File a Confirmation Statement?

If you’ve formed a limited company (LTD), a public limited company (PLC), or even a limited liability partnership (LLP) in the UK, you must file a confirmation statement annually.

This applies to:

• Private limited companies
• Public limited companies
• LLPs (Limited Liability Partnerships)
• Community Interest Companies (CICs) and some other special company types

Sole traders and traditional partnerships don’t file confirmation statements - it’s only a company or LLP requirement. If you’re still deciding on your business structure, check out our guide on choosing a UK business structure to ensure you’ve picked the best route for your needs.

What Information Is Included in a Confirmation Statement?

A confirmation statement covers your company’s ‘snapshot’ information on a specific date (known as the “confirmation date” or “statement date”). This is what you’ll need to confirm or update:

• Registered office address
• Details of company directors and secretary
• People with Significant Control (PSCs) (i.e. anyone with at least 25% shares or voting rights, or significant influence)
• Shareholder and share capital information
• Standard industrial classification (SIC) code - your company's main business activity
• Trading status of shares (for public companies)
• Location of statutory company records (if not at the registered office)

If nothing has changed since your last statement, you simply “confirm” everything is up to date. If there’s been a change (like new shareholders, updated office address, or new directors), you must update those records at Companies House before or during your filing.

When Do I Need to File My Confirmation Statement?

Your confirmation statement is due at least once every 12 months. But you can file it more often if you want to update your details sooner (for example, after a major change in directors or shareholders).

Here’s how the timing works:

• The first deadline is set 12 months from your company’s incorporation date.
• After that, you have 14 days after the statement date (the confirmation period’s end) to file it.
• You can choose to update and file more regularly, but you must not miss the annual deadline.

Example: If you incorporated your company on 1 June 2023, your first confirmation statement is due by 15 June 2024 (12 months + 14 days).

How Do I File a Confirmation Statement?

Filing your confirmation statement is a straightforward process - but accuracy matters. You can file online using Companies House WebFiling service or by post (though most companies use the online option for speed and convenience).

• Go to your Companies House online account and pick your company profile.
• Select “File a Confirmation Statement” (Form CS01 for most standard companies).
• Review and update each section: officers, PSCs, registered office, shareholders, shares, SIC code, etc.
• Pay the annual fee (currently £13 if filed online, £40 by post as of 2024).
• Submit the statement and keep a record for your files.

If you’re struggling with the online forms or need to make more complicated updates (such as for a group of companies or after a company restructure), you might want professional support. Find more advice on how company incorporation impacts compliance in our resource hub.

What Happens If I Miss The Confirmation Statement Deadline?

Missing your confirmation statement deadline is a serious compliance breach under UK company law. Here’s what could happen:

• Financial penalties: Companies House may impose late fees and fines for non-filing.
• Risk of prosecution: Company directors can be criminally prosecuted for continued failure to file, potentially resulting in personal fines.
• Striking off: Persistent failure to file could see Companies House strike your company off the register, essentially dissolving it even if your business is otherwise active and trading.

Bottom line: don’t let this happen. Keep track of your deadlines, use diary reminders, or appoint a company secretary or accountant to help keep filings on schedule. If you think you’ve missed a deadline or received a warning from Companies House, consult a legal expert as soon as possible to help protect your company’s future.

What If My Company Details Have Changed?

Many business owners wonder: can I just update my info in the confirmation statement? The answer is both yes and no.

• Some changes (like to your SIC code or shareholders) can be updated during the confirmation statement filing.
• Key changes (such as changing directors, registered office, or PSCs) must be notified separately to Companies House in advance, usually by filing the relevant form (e.g. AP01 for director appointment, CH01 for changes, etc.).

If you’re unsure, check Companies House’s People with Significant Control (PSC) rules and guidance for specific changes, or talk to a professional for tailored advice.

Is There Anything Else I Need To Do Legally?

Filing a confirmation statement is just one part of your company’s annual compliance obligations. Don’t forget about:

• Annual accounts: Separate from your confirmation statement, you’ll need to file your company’s financial accounts each year. Missing this deadline carries its own set of penalties.
• Registering company details and reporting changes: Make sure your company registration details are always updated with Companies House.
• Other filings: This could include changes to company articles, share structure, or other statutory forms as required.
• Ongoing legal compliance: Follow UK laws in areas such as business regulation compliance, data protection (GDPR), tax, and employment if you hire staff.

If your business is changing rapidly - for example, if you’re attracting new investors or going through a merger, a proper legal review of your company structure and compliance needs can help future-proof your company and reduce risk.

What Are The Key Risks Of Not Filing Properly?

Let’s be blunt: neglecting your confirmation statement isn’t just a paperwork issue. It’s a sign to Companies House (and potential partners, lenders, or investors) that your business isn’t on top of its legal responsibilities.

• Loss of ‘good standing’: Your company could show as “late” or “not in compliance” on Companies House, damaging credibility.
• Inability to secure finance or sell: Buyers and lenders usually check your filings before deals go ahead. Gaps can delay or jeopardize important transactions.
• Personal risk: Directors could be personally liable (fined or disqualified) if filings are habitually missed.
• Forced company closure: As mentioned earlier, persistent failure can result in your company being struck off completely.

The confirmation statement is a straightforward way to keep your business “healthy” in the eyes of regulators and commercial partners. Don’t leave it until the last minute.

Can I Get Help With My Confirmation Statement?

Absolutely! Many business owners feel unsure about what needs confirming or updating, especially as their companies grow. Professional support can:

• Ensure everything is filed correctly and on time
• Spot any errors (like out-of-date PSCs or director details) before you submit
• Advise on wider compliance or business changes (such as a restructure or change in share class)
• Set you up with reminders and a compliance timetable for annual filings

If you use an accountant or company secretary, they can often file your confirmation statement for you. However, for more complex situations (such as share sales, changes of business structure, or legal disputes), it’s wise to get tailored advice from a commercial solicitor who understands your sector.

Setting up your legal foundations early can save you considerable stress and cost - if you’re ever unsure, that’s what we’re here for.

Key Takeaways

• Every UK company and LLP must file a confirmation statement at least once every 12 months - it’s a legal requirement, not an option.
• Your confirmation statement confirms key company information: directors, PSCs, share structure, shareholders, and registered address.
• You must file your statement no later than 14 days after your confirmation date each year - set calendar reminders to stay on track.
• Missing your confirmation statement filing can result in fines, director liability, and even your company being struck off the register.
• Always update Companies House of changes to directors or PSCs separately - not just within the confirmation statement itself.
• Confirmation statements are part of your ongoing legal compliance; don’t forget to file annual accounts and keep your business records accurate and up to date, too.
• If you’re unsure about what you need to file or how to handle changes, seek professional advice to stay protected from day one.

If you need help with filing your confirmation statement or would like expert legal support to keep your company compliant, you can reach us at 08081347754 or team@sprintlaw.co.uk for a free, no-obligations chat.