A confirmation statement is a mandatory requirement for all UK-registered limited companies and Limited Liability Partnerships (LLPs). It ensures that the company details held by Companies House are up-to-date and accurate. Filing this statement is crucial to remain compliant with UK corporate laws.
Failure to file a confirmation statement on time could result in serious consequences, including the company being struck off the register. Even though there are no immediate financial penalties, non-compliance is a criminal offense that can lead to the company’s dissolution and potential legal action against its directors.
This guide provides a detailed step-by-step explanation on filing a confirmation statement, including filing deadlines, payment details, required information, and what to do if you make a mistake.
What Is a Confirmation Statement?
A confirmation statement (CS01) is a statutory document that verifies a company’s information held by Companies House.
What’s Included in a Confirmation Statement?
A confirmation statement contains essential details about a company, including:
- Registered office address – The official address where legal notices are sent.
- Directors and company secretary details – Names and personal details of directors and the secretary (if applicable).
- People with Significant Control (PSCs) – Individuals or entities that own or control at least 25% of shares or voting rights.
- Statement of capital and shareholders – Details of issued shares, their values, and shareholders’ ownership.
- Standard Industrial Classification (SIC) codes – A code that identifies the company’s business activities.
Difference Between a Confirmation Statement and Annual Accounts
Many business owners mistakenly confuse the confirmation statement with annual accounts.
| Feature | Confirmation Statement | Annual Accounts |
| Purpose | Verifies company details | Reports financial health |
| Required for | All limited companies & LLPs | Companies with financial activity |
| Filing deadline | Every 12 months | Typically within 9 months of the financial year-end |
| Includes | Directors, shareholders, SIC codes, PSCs | Revenue, expenses, assets, liabilities |
The confirmation statement does not include financial performance details—it simply ensures Companies House holds accurate company information.
Who Needs to File a Confirmation Statement?
A confirmation statement is a mandatory filing for all registered limited companies and Limited Liability Partnerships (LLPs) in the UK. The requirement applies regardless of the company’s size, financial status, or trading activity.
Companies That Must File a Confirmation Statement
- Private Limited Companies (Ltd): All privately owned businesses registered with Companies House must file a confirmation statement. This includes single-director companies and businesses with multiple shareholders.
- Public Limited Companies (PLC): Public companies must also file confirmation statements to maintain compliance. They typically have more complex share structures and governance requirements.
- Limited Liability Partnerships (LLPs): LLPs, which are formed by two or more members, must submit a confirmation statement to confirm the details of their registered partners and business activities.
- Community Interest Companies (CICs): CICs, which operate with social or community objectives, are legally required to file a confirmation statement to maintain transparency and compliance.
Who Is Exempt from Filing a Confirmation Statement?
- Sole Traders: Sole traders are not registered companies and do not need to file a confirmation statement. Instead, they manage their business records and taxes through HMRC’s Self Assessment system.
- Unincorporated Partnerships: Traditional partnerships, which are not registered as LLPs, are not required to file confirmation statements.
- Charitable Incorporated Organisations (CIOs): While some charities are registered as companies limited by guarantee and must file a confirmation statement, CIOs registered only with the Charity Commission do not have this requirement.
Regardless of a company’s trading status whether active or dormant, it must file a confirmation statement annually. Even if no changes have occurred, the statement still needs to be submitted to confirm that the company’s records remain up to date.
When Should a Confirmation Statement Be Filed?
A confirmation statement must be filed at least once every 12 months to ensure that Companies House has the most up-to-date information about a business. The filing rules depend on when the company was incorporated and when its last statement was filed.
Key Filing Rules and Deadlines
Review Period:
The review period is the 12-month timeframe within which a company’s confirmation statement must be submitted. This period starts from one of two points:
- The date of company incorporation (for new businesses).
- The date of the last filed confirmation statement (for existing businesses).
Filing Deadline:
Companies must submit their confirmation statement within 14 days after the review period ends.
First-Time Filers:
- New companies must file their first confirmation statement within 14 days of the first anniversary of incorporation.
Early Filing:
- A confirmation statement can be filed at any time within the review period.
- Filing early does not change the next review period, it always remains 12 months from the last due date.
Multiple Filings:
- Companies can file more than one confirmation statement per year if there are significant changes, such as:
- New directors or shareholders.
- Changes in business activities (SIC codes).
- Updated company details (registered office, PSCs).
- However, the filing fee is only charged once per year, no matter how many times a statement is submitted.
What Happens If a Company Misses the Filing Deadline?
Failure to file a confirmation statement on time does not immediately result in financial penalties. However, the consequences can be severe:
- Companies House may start strike-off proceedings, meaning the business is at risk of being removed from the register.
- Once struck off, the company ceases to exist, and its assets become Crown property.
- Directors and officers could face legal action for failing to maintain statutory obligations.
To prevent this, businesses should set reminders or use company secretarial software to track deadlines and automate the filing process.
Preparing to File a Confirmation Statement
Proper preparation is essential to ensure that a confirmation statement is filed accurately and on time. Companies should review and update their details before submitting the statement.
Step-by-Step Guide to Preparing a Confirmation Statement
1. Gather Company Information
Before starting the filing process, companies should have the following details ready:
- Company registration number (CRN): Found on the incorporation certificate.
- Authentication code: Used to access the Companies House Web Filing service.
- Company officers’ details: Directors and company secretary (if applicable).
- Shareholder and PSC details: Ownership structure and controlling persons.
- Standard Industrial Classification (SIC) codes: Ensure the correct business activity is recorded.
2. Review Current Company Information
- Log into Companies House Web Filing and check the company’s details.
- Ensure that information about directors, shareholders, PSCs, and SIC codes is up to date.
3. Identify and Record Any Changes
- If changes have occurred since the last statement, update the records before filing.
- Some changes (e.g., new directors) must be filed separately before submitting the confirmation statement.
4. Choose Filing Method
Companies can file the statement using:
- Online filing (£13): The recommended method due to faster processing and lower cost.
- Paper filing (£40): Used in complex cases but is slower and more expensive.
5. Prepare Payment
- Companies must pay the annual filing fee using a credit/debit card or PayPal (for online filings).
6. Set a Reminder for Future Filings
- Since the review period resets after each filing, businesses should track the next due date to avoid missing deadlines.
How to File a Confirmation Statement (CS01) Online?
Filing online through Companies House Web Filing is the quickest and easiest way to submit a confirmation statement. The process typically takes less than 15 minutes.
Step-by-Step Guide to Filing Online
1. Log in to Companies House Web Filing
- Visit Companies House Web Filing.
- Enter your company authentication code to access your account.
2. Select “File a Confirmation Statement”
- Locate the option to file a CS01 form under your company’s profile.
3. Review and Confirm Company Details
- Verify the following sections:
- Registered office address
- Directors and secretary details
- Shareholder and PSC details
- SIC codes
4. Update Information If Needed
- If no changes have occurred, confirm that the existing details are correct.
- If changes are required, some (like adding a new director) must be filed separately before submitting the statement.
5. Confirm the Statement of Capital (If Applicable)
- If the company has shares, check the shareholding details and ownership percentages.
6. Verify SIC Codes and Trading Status
- Ensure that SIC codes accurately reflect the company’s business activities.
- Confirm whether the company is active or dormant.
7. Pay the Filing Fee
- The fee is £13 for online filing and can be paid via credit/debit card or PayPal.
8. Submit and Receive Confirmation
- Click “Submit”, and Companies House will process the statement within 24 hours.
- A confirmation email is sent upon successful submission.
By following these steps, businesses can avoid compliance risks and ensure that their company records remain accurate.
Conclusion
Filing a confirmation statement is a critical legal requirement for all UK-registered limited companies and LLPs. It ensures that Companies House maintains accurate and up-to-date records of your company’s details, including directors, shareholders, SIC codes, and PSCs.
To stay compliant, businesses must file at least once every 12 months, even if no changes have occurred. Failure to file on time can lead to the company being struck off the register, putting directors at legal risk.
The easiest and fastest way to file is through the Companies House Web Filing Service, which costs £13 for online submission. By staying on top of filing deadlines and keeping company records accurate, businesses can avoid unnecessary risks and maintain their good standing with Companies House.
Frequently Asked Questions (FAQs)
What happens if I don’t file my confirmation statement?
Failure to file a confirmation statement can result in Companies House striking off the company, meaning it will be dissolved and cease to exist. Directors may also face legal action for non-compliance.
Can I change company details when filing a confirmation statement?
Only SIC codes and shareholder details can be updated through the confirmation statement. Other changes, such as appointing or removing directors, must be filed separately before submitting the statement.
Do I need to file a confirmation statement if my company is dormant?
Yes, even dormant companies must file a confirmation statement annually to confirm that company details remain unchanged.
How long does it take for a confirmation statement to be processed?
Online submissions are usually processed within 24 hours, while paper filings can take several weeks to be updated in the Companies House system.
Can I file a confirmation statement early?
Yes, you can file a confirmation statement at any time within your 12-month review period. However, the next filing deadline will always be 12 months from the last review period’s end date.
