What are the filing requirements of a limited company?
When you register a company in the UK, you must report certain information to Companies House and HMRC annually and as needed. This includes financial details such as income, expenditure, assets, and liabilities, as well as key information about the company and its controllers.
To help you understand these obligations, we outline the key statutory filing requirements for a limited company below.
Confirmation statement
Every year, you must prepare a confirmation statement for Companies House, even if your company is dormant. This document, which replaced the annual return in 2016, verifies general information about the company as of a specific date, ensuring that the public record details are accurate and up to date.
What information do I need to check and confirm on a confirmation statement?
The details you must verify and confirm on the confirmation statement (Companies House form CS01) include:
- Company name and registration number
- Registered office address
- SAIL address
- Location of company records
- Details of appointed officers (directors and company secretary)
- Information about PSCs (people with significant control)
- Principal business activities (SIC codes)
- Statement of capital (i.e. issued shares)
- Trading status of shares
- Shareholder information
- Exemption from keeping a register of people with significant control
- The company’s registered email address
Completing and filing your confirmation statement
If all of these details (where applicable) are accurate and current on the public register, you can confirm this by completing and filing form CS01. You will need to provide the following information:
- Company number
- Company name in full (including ‘Limited’ or ‘LTD’)
- Statement date
- Signature of a director or company secretary
The completed confirmation statement can then be sent to Companies House online (or by post if you choose to fill out a paper statement instead). The cost for online submission is £34, while postal submission costs £62.
To update your SIC codes, statement of capital, shareholder information, or trading status of shares, you need to complete parts 1 to 4 of the confirmation statement. For changes to any other details, you must update the information on separate forms either before or at the same time as filing your confirmation statement.
Confirmation statement filing deadline
You need to file a confirmation statement at least once every 12 months. This 12-month period, known as your ‘review period,’ starts either on:
- the date on which your company was incorporated, or
- the statement date stated on your last confirmation statement
You must submit your confirmation statement to Companies House within 14 days after the conclusion of your 12-month review period.
Annual accounts
The filing requirements for a limited company include preparing annual accounts for Companies House each year. This rule applies to dormant companies as well.
The purpose of these accounts is to report your company’s financial activity at the end of its financial year. Furthermore, the type of accounts you need to prepare and file depends on the size or trading status of your company:
- Larger companies must complete full statutory accounts
- Small companies must prepare small company accounts (i.e. simplified, abridged accounts)
- Micro entities must prepare micro-entity accounts, which are even simpler than small company accounts
- Dormant companies must prepare dormant accounts, which are also very basic
The deadline for submitting your accounts to Companies House is 9 months after the end of your company’s financial year. However, for your first set of accounts following incorporation, the deadline extends to 21 months after the incorporation date.
Limited company filing requirements for HMRC
Once your company starts trading, it becomes active for Corporation Tax. Therefore, you will need to register for Corporation Tax online, prepare and file Company Tax Returns and statutory accounts with HMRC, and pay Corporation Tax on all taxable profits. In addition, staying compliant with these requirements is essential to avoid penalties.
Register for Corporation Tax
You should complete Corporation Tax registration within 3 months of the date your company starts trading. Additionally, this date could align with the incorporation date if you began trading immediately. However, if your company was dormant for a time, the registration would be based on the date trading actually started.
To register for Corporation Tax online, you will need to provide HMRC with the following information:
- company registration number
- the date you started to do business (i.e. started trading)
- the date that your annual accounts are made up to
To register, you will need your company’s 10-digit Unique Taxpayer Reference (UTR), which HMRC will send to your registered office within 14 days of incorporation.
You will use your UTR to create a Government Gateway account online. This account allows you to complete your registration, submit Company Tax Returns and annual accounts to HMRC, and pay your Corporation Tax bills.
Prepare Company Tax Returns and annual accounts
The filing requirements for a limited company include preparing Company Tax Returns (CT600) and full statutory accounts for HMRC if your company is registered for Corporation Tax. However, if your company is dormant for Corporation Tax purposes, you don’t need to prepare these.
You must deliver Company Tax Returns and annual accounts to HMRC within 12 months after the end of your company’s accounting period. In addition, you must pay your Corporation Tax bill no later than 9 months and 1 day after the accounting period ends.
VAT, PAYE, and Self Assessment
Companies must register for VAT, file VAT returns, and pay VAT if their annual taxable income exceeds £90,000. If your company’s turnover is below this threshold, you can still opt for voluntary VAT registration.
PAYE registration will be necessary if your company has employees, including directors who receive salaries through payroll.
Directors and shareholders must register for Self Assessment and prepare tax returns for any untaxed personal income they receive, such as dividends from shares, expenses, and directors’ loans.
What company changes must be reported to Companies House and HMRC?
The filing requirements for a limited company also include notifying Companies House and/or HMRC about any changes that occur.The company changes you need to report include the following:
- Change of company name
- Change of registered office address
- Adding or changing a SAIL address
- The location of statutory company records and registers
- Adding or removing a director or company secretary
- Changing the details of a director, secretary, or shareholder
- Changes to the PSC register
- Issuing or transferring shares
- Altering the articles of association
- Changes to your company’s share capital
- Changing your company’s SIC codes
- Changing the Accounting Reference Date (ARD)
- Reporting your company as dormant
- Changing the trading status of your company from dormant to active
- Changing the accounting period for Corporation Tax
- Appointment of an accountant or tax advisor
- VAT and payroll details
- Self Assessment details
The following changes must be reported to Companies House within 14 days:
- Changes to addresses (including registered office and location of statutory records and registers).
- Adding or removing a director or secretary.
- Changing the registered details of existing directors and secretaries.
If your company increases its share capital by issuing additional shares, you must submit a ‘Return of Allotment of Shares’ to Companies House within 1 month.
Most changes, including this one, can be filed with Companies House free of charge online through WebFiling or Startxpress Company OS.
Recording changes in your company’s statutory records and registers
Under the Companies Act 2006, limited companies must maintain several statutory records and registers at their registered office address.
Additionally, any changes to company details must be updated in the relevant records or registers immediately, as these can be inspected by government agencies and the public at any time. This ensures that all information remains accurate and compliant with legal requirements.
Who is legally responsible for the filing requirements of a limited company?
Directors are ultimately responsible for managing the filing requirements of a limited company, even if these tasks are delegated to a company secretary or accountant.
So failure to meet these filing obligations can result in serious consequences, including financial penalties, director disqualification, company dissolution, and even prosecution. Therefore, it’s crucial to stay on top of these requirements to avoid such outcomes.
Dormant company filing and reporting requirements
- Confirmation statements must be filed at Companies House at least once every 12 months.
- Dormant company accounts must be prepared and submitted to Companies House annually.
- Changes to registered details must be reported to Companies House (and HMRC, in some cases) as they occur.
- If your company is dormant, you must inform HMRC as soon as possible.
Do you have any other questions?
Limited companies in the UK must meet specific filing requirements, such as submitting confirmation statements, annual accounts, and Corporation Tax returns. Additionally, reporting changes like director appointments or share allotments is essential. Even dormant companies need to file annual accounts and update confirmation statements to stay compliant.
For more detailed information, visit the Startxpress Help Center and Blog. If you need additional help or clarification, don’t hesitate to reach out to us at support@startxpress.io. We’re always here to support your business!
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