Life after incorporation is different for each company; however, there are many responsibilities, obligations, and events that concern most UK companies once they are formed.
In this article, we explore what happens after you have formed your company. We’ll cover key areas, including the documents you’ll receive after incorporation, the key dates you need to be aware of, and the records you need to maintain during your company’s life.
Information you’ll receive after incorporation
Now that you’ve incorporated your company, there are some key documents and information that you’ll receive from Companies House, the official registrar of companies in the UK.
Certificate of Incorporation
Your Certificate of Incorporation will probably be in electronic form. You might receive a paper copy, if you have formed your company directly through Companies House by post, or your formation agent provides you with a printed copy once the company has been incorporated.
The purpose of your Certificate of Incorporation is to state that you’ve legally formed a company in the UK. On it, you’ll find, amongst other things, the following details:
- Registered company name
- Company Registration Number
- The legislation under which your company has been formed (in the case of a private limited company, the Companies Act 2006)
- The jurisdiction in which the company is registered (i.e., England and Wales, Wales, Scotland, or Northern Ireland)
- Incorporation date
- The entity type (private limited by shares, limited by guarantee, LLP, etc.)
- Registrar’s official seal
You’ll need to refer to your Certificate of Incorporation often during your company’s life, so it’s essential to keep it safe. For instance, you might need it if you’re opening a business bank account, or for any other due diligence when dealing with third parties.
Company Registration Number (CRN)
Also known as a company number, your CRN is a unique 8-digit code issued by Companies House. Your CRN might look slightly different if you formed your company in Scotland or Northern Ireland. If this is the case, your CRN will be made up of two letters (‘SC’ for Scotland and ‘NI’ for Northern Ireland) followed by 6 digits.
Your CRN may also look different if the entity you formed is a particular type of corporate structure (for example, an LLP). If you register an LLP, your CRN will start with ‘OC’ in England and Wales, ‘SO’ in Scotland, and ‘NC’ in Northern Ireland.
The CRN confirms that your company has been legally registered by Companies House. You can find it on your Certificate of Incorporation, on the public register at Companies House, or any statutory documents you receive from Companies House.
Like your Certificate of Incorporation, you can expect to use your CRN often (e.g. when dealing with third parties), so keep it on hand at all times.
Authentication code
The final piece of the important information you’ll receive from Companies House after incorporation is your authentication code. The authentication code is a 6-digit alphanumeric code (made up of a mixture of numbers and letters) which is, essentially, your online filing password.
In other words, this is your gateway to submitting your statutory filings to Companies House electronically. Whether it’s submitting your annual accounts or filing changes regarding your directors, you’ll need to provide your authentication code to be able to submit your filings online.
One of the main benefits of submitting your filings online is that it’s much quicker than sending them by post, which can take several weeks to process. Instead, by filing online, Companies House can receive your information almost instantaneously.
Online filings are also easier, and they can help reduce the chances of errors in your submission, which in turn leads to fewer rejections.
Unique Taxpayer Reference (UTR)
Another code your company will receive is the UTR, which is issued by HMRC. The UTR is also used for identification purposes, but specifically concerns your company with respect to taxation. One of the main uses for your UTR is to set up your Government Gateway account.
You don’t have to do anything to get your UTR – it’s automatically delivered to your registered office address, usually within 2-3 weeks of incorporation. Should you misplace or forget your UTR, you can request it online from HMRC. It’ll then be sent by post to your company’s registered office address within 2-3 working days.
Please note that a UTR doesn’t automatically signify that you are registered for tax – it is simply a number for identification purposes.
Key dates – Companies House
There are several key dates that you need to be aware of after incorporation, concerning your confirmation statements and annual accounts. Both of these filings need to be submitted to Companies House.
Confirmation statement
- Made-up date: This is the date your confirmation statement needs to be accurate up to – in other words, it must be accurate for the period between incorporation up to the made up to date. Generally, the made-up date is the day before the anniversary of your company’s incorporation, and is then every 12 months thereafter.
- Filing deadline: This is the final date for submitting your confirmation statement to Companies House. It falls 14 days after the made-up date.
Example:
If you formed your company on 2nd January 2024, your made-up date will be 1st January 2025 (one day before your first incorporation anniversary). Your filing deadline will be 15th January 2025 (14 days later).
Annual accounts
- Accounting Reference Date (ARD): Your ARD is the last day that your company’s annual accounts will be made up to. This means it will include information for the entire period (usually 12 months) leading up to that date. The ARD you will receive from Companies House once you have formed your company will be the last day of the month in which your incorporation’s anniversary falls. Thereafter, it will usually be every 12 months.
- Filing deadline: Your first set of accounts is due 21 months after the incorporation date. For all accounts due thereafter, the filing deadline will be 9 months after your ARD.
Example:
If you formed your company on 2nd January 2024, your ARD will be 31st January 2025 (automatically set as the last day of the month that the company was incorporated). Your first annual accounts would be due on 2 October 2025.
Key dates – HMRC
There are also some key dates to note when it comes to your filing duties with HMRC:
- Corporation Tax – You must register for Corporation Tax within 3 months of trading. For instance, if you incorporated on 2nd January 2024 and started trading on the same day, you’d need to register for Corporation Tax by 2nd April 2024.
- Value Added Tax (VAT) – Unlike Corporation Tax, there is no specific deadline for registering for VAT. In fact, it is voluntary until your company’s annual revenue reaches £90,000. However, it’s important to note that if you expect to reach this threshold within the next 30 days, you have to register for VAT within that timeframe.
In terms of submitting your VAT payments to HMRC, this is normally 1 month and 7 days after incorporation. You can then schedule your payments to be either monthly or quarterly.
Statutory filings you need to submit
Now that you know when to make your statutory filings, let’s go over exactly what you need to file and what these documents mean.
Confirmation statement
The confirmation statement (CS01 form) is one of the annual filings that you must make to Companies House. Firstly, it allows you to report certain changes that may have happened within your company over the last year. This includes, but is not limited to:
- Standard Industrial Classification (SIC) codes
- The company’s trading status
- Shareholder information
- The paid-up status of shares
Secondly, it ‘confirms’ that the remainder of the information about your company that is held on the public register is correct and up to date. For example, the company’s registered office address, registered email address, or the names of the directors.
Finally, on a more fundamental basis, it informs Companies House that your company is still needed and that its intended future activities will be lawful.
Late filings
If, for any reason, your confirmation statement is late, it should be submitted as soon as possible. Fortunately, there are no automatic financial penalties for late submissions. However, there are other consequences, the first of which is that it opens up all directors to prosecution.
Remember that directors have a legal responsibility to file a company’s confirmation statements accurately and on time. If they fail to do that, they’ll ‘default’ on their responsibility, meaning that they’ve failed their obligations and, therefore, become liable to prosecution.
Late filings could also damage you and your company’s credibility and reputation. Third parties like banks, lenders, and investors can access the public register to find out more about you and who they might be going into business with.
If they see that your confirmation statement has routinely been filed late (or not at all), they can make a deduction on the capabilities of the directors, influencing whether they support you or not.
Finally, if you fail to file your confirmation statement entirely, you could end up losing your company. As mentioned, one of the main purposes of this document is to let Companies House know that you still need your company.
If you fail to notify them of this, they have a statutory duty to close companies that are no longer in business. In this case, they’ll publish a compulsory dissolution (or strike-off) notice. Once complete, this process will dissolve your company. Amongst other things, this removes all the benefits and legal protection that come with owning a limited company.
Annual accounts
Also known as statutory accounts, your annual accounts provide a regular update of your company’s financial position. The information you must submit depends on the company size, so larger entities normally have more to report than smaller businesses.
Generally, annual accounts include the following information:
- Profit and loss
- A balance sheet
- Notes about the accounts
- A directors’ report
- An auditors’ report (unless exempt)
- Directors’ names and signatures
Like the confirmation statement, directors are responsible for filing annual accounts accurately and on time.
Late filings
As mentioned, directors are legally obligated to ensure that statutory filings are submitted on time. If they are late, directors are liable to prosecution for failing to fulfil their legal duty, so you must submit your annual accounts urgently.
- A guide to annual accounts
- The difference between accounts for Companies House and accounts for HMRC
- Never miss a confirmation statement or annual account deadline again
Unlike the confirmation statement, late annual account submissions do incur automatic financial penalties. Penalties start at £150 and increase the later your submission becomes. Also, if you have missed your deadline two years in a row, those fines will double. There is an appeal process, however, it is rarely successful.
Lastly, like the confirmation statement, filing your annual accounts late, or not at all, means you risk your company being dissolved by Companies House, and your professional reputation could be damaged.
Help with your statutory filings
Our expert team here at 1st Formations provides a Confirmation Statement Service, which includes a standard (£59.99 +VAT) and express package (£69.99 +VAT). Prices include the Companies House fee and completion and filing of the CS01 form.
With respect to annual accounts, if your company is eligible to submit dormant company accounts, then our Dormant Company Accounts Service will help ensure your submission is made quickly and accurately. We offer a standard service (£49.99 +VAT) as well as an express service (£79.99 +VAT) which allows for submission within just 1 working day.
If your company is not eligible to submit dormant company accounts, you may wish to hire an accountant to help you. This is not essential, but can be useful to ensure that your documents are prepared correctly.
Opening a business bank account
After incorporation, you may be thinking about opening a business bank account. Whilst it is optional, it is very useful for separating your personal finances from your company’s finances, and we strongly recommend it.
- 7 reasons why you need a business bank account
- A guide to business bank accounts for limited companies
If you’re looking to open a business bank account, the good news is that you’re no longer restricted to traditional high-street banks. We suggest that you carry out thorough research into the options available to you.
You can explore your options through comparison sites like MoneySuperMarket, or if you incorporated through 1st Formations, you can select one of our top banking partners such as Barclays, Anna, and Cashplus.
If you are based abroad
It’s important to note that there is no legal requirement for your bank to be based in the UK. If you wish, you may open a business bank account overseas for your UK company.
The process of setting up a business account abroad is likely to be similar to if you were doing so here in the UK. You should be prepared to provide key information, such as directors’ details, shareholders’ proof of ID, and the business activities your company will carry out.
A complication that you might experience when opening a bank account abroad is that some UK documents, like your Certificate of Incorporation, may not be accepted by foreign banks. In this case, you may need to obtain an apostille certificate from the Foreign, Commonwealth & Development Office (FCDO). The apostille certificate allows for the document to be recognised in another country (although in limited circumstances, further legalisation by the relevant embassy may also be required).
To find out which documents your overseas bank does and doesn’t accept, you’ll need to contact them directly. If you need assistance with apostilling your documents, we offer an Apostilled Documents Service for £99.99 per document.
Maintaining records after incorporation
Another important part of life after incorporation is record-keeping – another legal duty that directors have. There are two elements to this: keeping a record of what’s going in and out of the company, and retaining those records.
For example, you must ensure that you maintain accurate financial records to submit accurate annual accounts. Under UK law, you must keep financial records for at least 6 years.
Another example is your statutory registers. Again, the director(s) are responsible for ensuring that your company has a set of statutory registers. This includes the register of members, register of directors, and so forth. Essentially, these records dictate who owns and runs your company.
Good record-keeping is also crucial for insurance purposes. If you employ people and have Employers’ Liability Insurance, for instance, you need to retain the schedule for 40 years.
Please note that these retention requirements apply even if your company dissolves.
Potential problems with record keeping
It’s common to assume that you should keep all records just to be on the same side. However, as those records stack up, it’ll become overwhelming to maintain them all. Even if most of them are digital, there is still a lot of data to stay on top of.
Also, you could end up holding onto records that don’t actually you don’t need to or shouldn’t keep. For instance, some documents containing sensitive information should be destroyed after a certain amount of time. If you keep those records, you could cause unintentional harm to yourself and your company.
Reporting changes after incorporation
Change is a natural part of a company’s life. Perhaps a mistake was made at incorporation, perhaps you want to add another shareholder or another director, or maybe you want to change your company’s addresses.
These changes must all be reported to Companies House before certain deadlines. For example, if you’ve appointed a new director, you need to notify Companies House within 14 days. Similarly, if you’ve issued new shares, you need to report the details of that allotment within 30 days.
To make sure that you report the correct changes within the correct timeframes, we recommend seeking professional advice, so that your company remains compliant over time.
Thanks for reading
So, there you have it, the key responsibilities, obligations, and events involved in running a limited company. We hope you found this article helpful. If you have any questions, please let us know in the comments below.
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