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30 June 2016: Goodbye Annual Return, hello Company Confirmation Statement

27 June 2016

The final countdown has begun. As of 30 June 2016 all UK companies will be required to file a Company Confirmation Statement (CS01), replacing the current Annual Return (AR01). The good news for is that Company Confirmation Statements will not change much in terms of the filing procedure, but there are some key differences. In this eBulletin we answer your questions on how it all works.

Question 1: When will we have to prepare our first Company Confirmation Statement (CS01)?

For an existing company, your first Confirmation Date is the anniversary of your last annual return ‘made up to’ date. For new companies, it will be the anniversary of your company’s incorporation. For example, if an existing company filed an AR01 with all details made up to 31 May 2016 its next Annual Confirmation Date will be 31 May 2017, unless an Interim Confirmation Statement is made in the intervening period. If a company was incorporated on 30 June 2016, the first annual Confirmation Date will be 30 June 2017, unless an Interim Confirmation Statement is necessary.

Question 2: We have already filed our AR01 for this year. Do we now have to file a CS01?

No, you do not have to file a CS01 if you have already filed an AR01 this year, unless you wish to make an Interim Confirmation Statement of changes that cannot wait until the anniversary of the last Confirmation Date (or ‘made up to’ date). You only have to file a CS01 if your annual return ‘made up to’ date/Confirmation Date is on or after 30 June 2016. Also note that you cannot file a CS01 before 30 June 2016.

Question 3: How often do we need to file a CS01?

You must file a CS01 at least once a year. You can then make changes at any time throughout the ‘Confirmation Period’ by filing an Interim Confirmation Statement.

Question 4: What information is required for a CS01?

The new Company Confirmation Statement form has two sections. The first section confirms the company’s basic details including the companies names, company number and confirmation date. This must then be signed by the authorised signatory.

The second, extended, section requires the following information:

  • Principal business activities or standard industrial classification (SIC)
  • Statement of capital
  • Trading status of shares
  • Shareholder information
  • Information about people with significant control (PSC)[i].

Other changes such as appointments and resignations of officers, change of registered office address or Situation of Alternative Inspection Location (SAIL) must be notified separately, in the prescribed form and then confirmed on the CS01 when it becomes due.

Question 5: How will an interim confirmation statement affect the annual filing?

As noted at Questions 1, 2 and 3, an Interim Confirmation Statement enables you to update your company’s information at any time during the Confirmation Period. However, each Interim Confirmation Date will alter the Annual Confirmation Date. For example if your first Confirmation Date is 30 June 2016 you must file your annual CS01 to that date. If after that date you file an Interim Confirmation Statement, say on 31 August 2016, your annual Confirmation Date going forward will be 31 August 2017.

Question 6: What is the deadline for filing a CS01?

A CS01 must be filed within 14 days of the Confirmation Date. This is a change to the current AR01 filing deadline of 28 days after the made up to date.

Question 7: Do we have to file PSC information separately at companies house?

No, unless you elect to keep your PSC register, or other registers, at Companies House (the Central Register) as opposed to your registered office address or a SAIL (see question 4 and footnote i).

Question 8: How do we submit a CS01 for filing?

A CS01 can be delivered to Companies House in paper or electronic format, much that same as the AR01. If you want to file electronically you will either need to be registered to use the Companies House web-filing service or have approved software.

Question 9: How much does it cost to file a CS01?

If you are filing your CS01 electronically the fee is £13. Paper filing costs £40. The filing fee will only be charged at the time of the delivering the annual Confirmation Statement. There is no charge for Interim Confirmation Statements.

Footnotes

[i] If your Company Confirmation Statement is due on or after 30 June 2016, you will be including in the statement, for the first time, details of any PSCs which you have maintained from 30 April 2016. Companies incorporated on or after 30 June 2016 must include details of the initial PSCs on the application for incorporation (form IN01).

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