What records do limited companies need to keep?
Limited companies must maintain a variety of business and accounting records to comply with UK company law and tax regulations. This is a key legal responsibility for company directors.
Below is an overview of the essential records you need to keep, including statutory company registers, accounting and financial records, and employment records. We also provide guidance on how long to retain these records and where to store them.
1. Incorporation documents
When forming a limited company in the UK, the first records you must keep are the incorporation documents, which include the following:
- Certificate of incorporation
- Memorandum of association
- Articles of association
Companies House issues the certificate of incorporation and the memorandum of association after approving the formation of your company. You select your company’s articles of association before incorporation. You can find copies of these documents by searching for your company on the Companies House search service.
If you register your company through a formation agent like Startxpress, you will receive digital and/or printed copies of your incorporation documents via email and/or post. In addition, we provide:
- Share certificates for the initial shareholders (if the company is limited by shares)
- Guarantor certificates for the initial guarantors (if the company is limited by guarantee)
You must issue a share or guarantor certificate to each member within two months of incorporation. The company must also retain copies of these certificates for its own records.
2. Statutory company registers
Under the Companies Act 2006, all companies must maintain the following statutory registers (where applicable) from the moment of incorporation:
- Register of members (shareholders or guarantors)
- Register of directors
- Register of directors’ usual residential addresses
- Register of secretaries
- Register of people with significant control (PSC register)
- Register of charges (e.g., security for a loan or mortgage) and copies of related instruments (e.g., loan agreements or mortgage deeds)
- Register of debenture holders
These registers, also known as statutory books, provide key information about the individuals who own, control, and manage the company. By law, they must be available for public inspection, except for the register of directors’ usual residential addresses.
Most companies store these registers at their registered office or a Single Alternative Inspection Location (SAIL address).
3. General business records relating to your company
You must also maintain various types of general business records for your company, including copies of the following:
- Directors’ service contracts*
- Records of company resolutions* – legally binding decisions made by shareholders, guarantors, or directors
- Minutes of meetings – covering general meetings of members and board meetings of directors
- Directors’ indemnities* – promises the company makes to cover claims or legal costs if something goes wrong and the company is at fault
- Records of transactions when someone buys shares in the company, including copies of returns of allotments of shares (form SH01) filed with Companies House after new shares are issued
- Stock transfer forms authorizing the transfer of shares between individuals
- Contracts and documents related to the redemption or purchase of own shares – if the company redeems or buys back shares it has issued to shareholders
- Lease agreements for rented commercial premises
- Contracts with suppliers and service providers
- Records of debentures – promises by the company to repay loans by a specific future date
All these records should be kept at your registered office or a SAIL address. Except for those marked with an asterisk (*), there is no requirement to make these records available for public inspection.
4. Accounting and financial records
Accounting and financial records capture essential details about a company’s financial transactions and business operations. These records help track income and expenses, monitor cash flow, assess the company’s performance, and prepare annual accounts and tax returns. The required accounting and financial records include:
- Records of goods and services bought and sold by the company
- Documentation of all income and expenditure, such as invoices, credit or debit notes, contracts, sales books, till rolls, receipts, petty cash books, orders, and delivery notes
- Details of company assets, liabilities, and credits
- Inventory of all stock and assets owned at the end of each financial year
- Records of stocktaking used to calculate the inventory figures
- Information on who goods and services were bought from and sold to, excluding retail sales
- Import and export documents
- Bank statements, paying-in slips, interest certificates, and general banking correspondence
- Copies of annual accounts and Company Tax Returns
- Dividend vouchers
- Directors’ loans and loan accounts
If your company is VAT registered, you must also keep VAT records to account for all VAT transactions and complete a VAT Return for HMRC at the end of each accounting period.
5. Employment records
If you employ staff, you are legally required to maintain specific employment records related to your employees and payroll. These records include:
- Employees’ pay details, including wages or salary and any statutory payments like Statutory Sick Pay or Maternity Pay
- Deductions from wages or salaries, such as Income Tax, National Insurance contributions, and Student Loan repayments
- Reports sent to HMRC via Pay As You Earn (PAYE), including Full Payment Submissions and Employer Payment Summaries
- Payments made to HMRC, covering deductions from employees’ pay as well as employer National Insurance contributions
- Tax code notices
- Records of employee leave and sickness absences
- Records of any taxable expenses or benefits provided to employees
- Payroll Giving Scheme documents
- Proof that employees are being paid at least the minimum wage
- Agreements on employees’ working hours, pay, and conditions (such as contracts)
- Documentation showing why a worker may not be entitled to the minimum wage (if applicable)
- Employee pension schemes
These employment records must demonstrate that your company has reported accurately to HMRC. You are required to keep them for at least three years from the end of the tax year they relate to.
However, records proving compliance with the minimum wage requirements must be kept for at least six years if:
- They were created on or after 1 April 2021, or
- They were still required to be kept as of 31 March 2021 under the previous three-year rule
The six-year retention period starts on the last day of the pay reference period following the one the records cover.
Construction Industry Scheme records
If your company is registered as a contractor under the Construction Industry Scheme (CIS), you are required to keep the following records:
- The gross amount of each payment invoiced by subcontractors, excluding VAT
- Any deductions made from subcontractor payments
- (If deductions are made) The cost of any materials invoiced by subcontractors, excluding VAT
If you also employ staff, your PAYE Scheme records will include details of payments, deductions, and reports related to the CIS scheme.
How long do I have to keep my limited company records?
By law, the required retention period for company records varies depending on the type of record:
- Statutory company registers must be retained for the entire life of the company (though the rules on which registers need to be kept will soon change).
- Minutes of meetings and company resolutions must be kept for at least 10 years from the date of the meeting or resolution.
- Accounting and financial records should generally be kept for at least 6 years from the end of the financial year or accounting period they relate to.
- If your company is VAT registered, you must keep all VAT records for at least 6 years from the date of creation (or 10 years if using the VAT One Stop Shop scheme).
- Employment records must be kept for at least 3 years from the end of the tax year to which they relate.
- Minimum wage compliance records must be retained for at least 6 years from the last day of the pay reference period that those records cover.
- Construction Industry Scheme (CIS) records must be retained for at least 3 years after the end of the tax year to which they relate.
When uncertain, it is good practice to retain all important business and financial records for at least 10 years.
How and where should I keep my company records?
Most companies store all records at their registered office or Single Alternative Inspection Location (SAIL address), ensuring that directors and authorized persons can access them easily.
Records can be kept in their original format, whether digital or paper. However, many companies opt to store most or all of their records digitally, as this is generally more secure and reliable. If you have original paper records, you will need to scan them into a computer system for digital storage, alongside any other electronic documents or records you issue or receive. It is also advisable to retain the original paper copies as a backup.
When storing records electronically, ensure that the storage method accurately captures all the information from the original records.
Where to store company registers
Unless you notify otherwise, Companies House assumes your statutory registers are held at your registered office. If it’s inconvenient to make these registers available at that location, you can move some or all of them to a Single Alternative Inspection Location (SAIL).
To use a SAIL address, first register the address with Companies House by submitting form AD02. When relocating registers from your registered office to the SAIL address, notify Companies House using form AD03, specifying which records have moved. If you later return these records to the registered office, notify Companies House using form AD04 and list the registers being moved back.
As a company director, you must report any changes to Companies House within 14 days. You also need to confirm the new register location when filing your next annual confirmation statement.
Do I have to keep minutes of meetings?
Companies are required to keep and store the minutes of all board meetings (directors) and general meetings (members). Beyond being a legal obligation, maintaining minutes is useful for administrative purposes.
Minutes document all company-related issues that are raised, discussed, and agreed upon during meetings. This written record serves as valuable evidence, helping to track important business matters and address any confusion or disputes that may arise in the future.
Who can access limited company records and registers?
Companies must make their statutory records available for inspection every working day from 9 a.m. to 3 p.m. to ensure transparency and access to certain corporate information. Any individual, including members of the public, can request to inspect a company’s statutory records for a ‘proper purpose.’
If an inspection request coincides with the notice period for a general meeting or a written members’ resolution, the company requires 2 working days’ notice. At all other times, a minimum of 10 working days’ notice is needed.
Upon receiving such a request, the company must respond within 5 working days by either granting the request (if deemed for a proper purpose) or applying to the court for a “no access order” (if the purpose is improper).
Failing to respond within this timeframe may result in summary conviction and financial penalties for the company and any responsible officers.
When making an inspection request, the individual should provide the following details:
- Name and address of the requester
- Name of the company or organisation they represent, if applicable
- The purpose of the inspection
- Whether the information will be shared with a third party, and if so, with whom
- How the information will be used
Shareholders of the company can inspect the statutory registers free of charge, while companies typically charge a fee to members of the public.
Do you have any other questions?
So limited companies in the UK must keep accurate records to meet legal and tax requirements. This includes tracking all financial transactions, company assets, liabilities, and any debts. You’ll also need to maintain records of shareholders, directors, and board decisions.
Keeping these records is essential for filing taxes and staying compliant with HMRC. Failing to do so can result in fines, penalties, or legal issues, so it’s important to stay organized and keep everything up to date.
For further insights, explore the Startxpress Help Center and Blog. If you have questions or need support, reach out anytime at support@startxpress.io!
Related Articles
Was this helpful?
0 / 0