Confirmation Statements Explained: What it is and how to file one
In this article:
- What is a Confirmation Statement (CS01)?
- When do I file my Confirmation Statement?
- Do I need to file a CS01?
- What is in a Confirmation Statement?
- How do I file my Confirmation Statement?
Every limited company (or partnership) in the UK must file a Confirmation Statement annually. Your company needs to do this even if it’s dormant, or non-trading. Failure to file is a criminal offence, that the directors and secretary of a company can be prosecuted for. Your company could lose its legal status if you don’t file a confirmation statement.
Because confirmation statements are important, it’s worth taking the time to understand them. In this article, we’ll walk you through all you need to know.
What is a Confirmation Statement?
A Confirmation Statement is sometimes called CS01, after the Companies House form used to file it. This is a form your company sends to Companies House annually, confirming any significant changes made to your company over the last year. Your Confirmation Statement also keeps your company’s entry on the publicly available Companies House database up to date.
Companies used to file an Annual Return (AR01) form with Companies House, but this was updated to the Confirmation Statement (CS01) form in 2016.
When do I file my Confirmation Statement?
Typically, at least once a year. Companies House will send an email or letter to remind you to file. If you haven’t signed up for Companies House email reminders, you can register here.
Your first filing due date, also called a ‘confirmation date’, is 12 months after your company’s founding date. You can file early or more than once a year, but don’t file later than 14 days after your confirmation date. Filing late means you could incur penalties (like fines, or having your company struck off the Companies Register, and assets passed to the Crown). Remember, it is a criminal offence not to submit a Confirmation Statement, even if your company is dormant or non-trading.
After your first Statement is filed, your next due date depends on when you filed the first one. For example, if you filed your last Statement on the 31st of October, 2019, then your next one is due 30th October 2020. If your company is less than one year old, then your next Statement is due the day before the date of it’s first anniversary.
Do I need to file a CS01?
If you’re not sure whether you need to file, use this guide to find out.
Yes, you need to file a Confirmation Statement if:
- Company status: Your company is active, dormant or non-trading
- Person responsible: You’re a director, secretary, an authorised person or designated LLP member. Please make sure only one person at your company files, so you don’t create unnecessary admin
- Company updates: Even if nothing has changed from the previous year, you still need to file one. If nothing’s changed, then you simply confirm everything is the same. However, if details have changed, you’ll need to tell Companies House about these changes.
No, you do not need to file a Confirmation Statement if:
- Company status: Your company has been struck off the Companies Register, or has filed to be
- Person responsible: You’re not the person responsible for filing. Most employees, non-executive directors and shareholders won’t be. However, if you’re a co-founder or person with significant control, you should check with your team to see who’s in charge of filing
What is in a Confirmation Statement?
Here’s the information you’ll need to confirm, or update every time you file:
- Your registered office address
- Officers: directors, company secretary
- The address where you keep your records (single alternative inspection location) if this is different from your registered office address
- Standard Industrial Classification (SIC code)
- Share capital: the currency which was used to purchase the shares, the class of shares, the number of shares, the aggregate nominal value (i.e. how much the shares are worth as a whole), their prescribed particulars (i.e. the rights allowed with the shares), the amount unpaid (i.e. the sums owed by shareholders who have not yet paid for their shares)
- Shareholders: their name, number of owned shares, class of those shares
- People with significant control (PSCs): their names and dates of birth
If none of the above has changed for your company in the last 12 months, then you will simply ‘check and confirm’ your details are correct and up to date.
To see what the CS01 form looks like, download a template from our Documents Library (it’s free – no card required).
As you can see, part of your statement involves information about your shareholding, such as the number of shares, their value and the amount unpaid. This is one of those times it really pays off to have a well-managed cap table (a record of your shareholding). Having a simple, accurate cap table makes it easy to update your shareholding information when you file. You can try our cap table tool to get started, if you don’t have one already.
How do I file my Confirmation Statement?
You can file the old-fashioned way by post, or do it online. It costs £40 to file by post, and £13 online. So, filing online is not only cheaper, it’s also faster and more secure.
You’ll need an authentication code to file online. Please make sure you request your Authentication code well in advance since it can take a while to arrive in the post. You’ll receive this code at your company’s registered address.
If you’re filing online, here’s what you need to do:
- Log in to the government’s Web Filing service
- Follow the instructions on the screen. Confirm when you want to file your Statement (i pick a different date if you don’t want to do this immediately)
- Check, confirm or alter details held about your Company
- Once you’ve made all the changes you need to, you can progress to payment (it’s a charge of £13 every time you file online)
- If you need additional support, watch this video tutorial on filing your statement online
If you’re filing by post, here’s what you need to do:
- Download and complete the CS01 form
- Put the completed CS01 form and a cheque for £40 made out to COMPANIES HOUSE
- Seal the envelope, write your Company Number on the back and post it to the below address (this varies based on where you are):
England & Wales: The Registrar of Companies, Companies House, Crown Way, Cardiff, Wales, CF14 3UZ. DX 33050 Cardiff
Scotland: The Registrar of Companies, Companies House, Fourth floor, Edinburgh Quay 2, 139 Fountainbridge, Edinburgh, Scotland, EH3 9FF. DX ED235 Edinburgh 1 or LP – 4 Edinburgh 2 (Legal Post)
Northern Ireland: The Registrar of Companies, Companies House, Second Floor, The Linenhall, 32-38 Linenhall Street, Belfast, Northern Ireland, BT2 8BG. DX 481 N.R. Belfast 1
Please note that this article is intended to inform rather than advise. As such, it should not be construed as financial, legal, or tax advice.