The confirmation statement explained

Every company and certain types of partnerships registered in the UK must deliver a confirmation statement to Companies House (the registrar of companies) at least once every 12 months. This legal obligation also applies to dormant companies.

The annual confirmation statement is a statutory filing requirement that was introduced on 30 June 2016. It replaced the annual return, but it serves exactly the same purpose in a simplified format.

In this post, we explain the purpose of the confirmation statement, the information it must include, and how and when to deliver this important filing to Companies House. 

Please note: any reference to ‘company’ or ‘limited company’ in this post also includes limited liability partnerships (LLPs) and Scottish limited partnerships (SLPs).

What is a confirmation statement?

A confirmation statement (form CS01) is an important document that all UK companies are legally required to file with Companies House on an annual basis. 

The purpose of the confirmation statement is to confirm that key company information displayed on the Companies House register is accurate and up to date, helping to ensure the reliability of corporate data accessible to the public. It’s essentially an annual review and verification of key business details on a certain date. 

If any details on the register are incorrect or out of date when the confirmation statement is due, the company should update the relevant information either before or at the same time as delivering the statement.

Companies can update certain details on the confirmation statement itself, whilst other changes must be reported to Companies House separately on specific forms. 

The confirmation statement is more straightforward than its predecessor (the annual return) because you don’t have to enter previously filed information if nothing has changed in the past 12 months. This makes it a more efficient filing requirement than the annual return. 

If your company details are up to date and you don’t have any changes to report, you can simply submit the confirmation statement to verify this.

Information to include in a confirmation statement

To complete a confirmation statement, you must check the details that Companies House holds on your company and confirm that they are correct and up to date. The details you need to check and confirm include the following (where relevant):

• Registered office address
• Single alternative inspection location (SAIL address)
• Details of current company officers (directors and company secretary, or members of the partnership)
• Location of the company’s statutory registers (i.e. the registered office, SAIL address, or held at Companies House)
• Standard Industrial Classification (SIC) codes describing the company’s principal business activities
• Shareholder information – name of each shareholder, and details of the shares they hold (class, quantity, and details of any transfers)
• Statement of capital (overview of the company’s issued shares)
  • total number of issued shares
  • the aggregate nominal value of those shares
  • aggregate amount (if any) unpaid on those shares (whether on account of their nominal value or by way of premium)
  • prescribed particulars of rights attached to each class of share
  • total number of shares of each class
  • aggregate nominal value of each class of share
• Trading status of shares
• People with significant control (PSCs)
• Registered email address (this is used by Companies House to communicate with your company, but it does not appear on the public register)
• Whether or not the company is exempt from keeping a PSC register

From 5 March 2024, companies must also include a ‘statement of lawful purposes’ to confirm that their intended future activities will be lawful.

Can I report changes using the confirmation statement?

You can report certain changes to your company data on the confirmation statement. The information you can update includes the following:

• SIC codes
• Shareholder details
• Statement of capital
• Trading status of shares
• Exemption from keeping a PSC register
• Providing a registered email address for the first time (only applies to companies incorporated before 4 March 2024)

All other updates must be reported separately using the relevant Companies House forms. This includes changes to the following information:

• Registered office address
• The use of a SAIL address, or a change of SAIL address 
• Details of directors, the company secretary, or members of the partnership
• Details of people with significant control
• Location on statutory registers (e.g. if you move them from the registered office to a SAIL address)
• Updating the registered email address

You can file the forms to update the required information at Companies House before or at the same time as filing the statement.

Report changes for free through 1st Formations

At 1st Formations, you can use our free Online Company Manager to view and manage your key company details and report changes to Companies House. This facility is available to existing and new clients—there is no requirement to form a company with us to use this free service or purchase any of our products.

Confirmation statement filing deadline

You have to file a confirmation statement at least once a year. It must reach Companies House no later than 14 days after the end of your 12-month ‘review period’. The review period starts on:

• the date of company formation, or
• the ‘statement date’ of the previous confirmation statement

The company’s review period ends the day before:

• the anniversary of company formation, or
• the statement date of the previous confirmation statement

The statement date is the date on which you must confirm that the company information recorded at Companies House is correct.

Example

• You form a company on 1 May 2024
• Your 12-month review period starts on 1 May 2024 and ends on 30 April 2025
• The statement date for your first confirmation statement is 30 April 2025
• The filing deadline is 14 days later, on 14 May 2025

You can file a confirmation statement at any time during the 12-month review period. You don’t need to wait until the deadline. Furthemore, you can file multiple statements throughout the review period for no additional charge. 

Who is responsible for filing a confirmation statement?

Company directors have a legal responsibility to ensure that all statutory documents, including confirmation statements, are filed with Companies House by the necessary deadline, even if these administrative tasks are delegated to a company secretary. 

• In a limited liability partnership, the designated members are responsible for filing confirmation statements
• In a Scottish limited partnership, it is the general partners who are responsible for this duty

Failure to deliver a confirmation statement is a criminal offence and can have serious consequences for a company and its officers. The registrar may take steps to strike off the company and disqualify or prosecute the directors or partnership members.

What if I don’t have any changes to report?

If you don’t have any changes to report, you still need to file a confirmation statement to tell Companies House that your company details are correct. This is the primary purpose of the statement.

How do I file a confirmation statement?

When it’s time to file a confirmation statement, you need to review the information held on the Companies House register. If all of the information is correct, you can prepare and deliver the statement.  

• Late confirmation statement? Here’s what to do…
• What are the filing requirements of a limited company?
• 13 changes to UK company law – from 4 March 2024 

However, if you identify any incorrect or outdated details, make a note and either update the information on the confirmation statement itself (if applicable) or report the required changes on the relevant Companies House forms.  

You can deliver the confirmation statement (along with any additional forms) to Companies House in one of three ways:

• By post using form CS01 (or form LL CS01 for LLPs, or form SLP CS01 for SLPs)
• Online via Companies House WebFiling
• Online through a company formation agent

Filing online is advised. This method is quicker and cheaper, and you will benefit from in-built checks and pre-populated data, which make the entire process much simpler. 

To file online, you’ll need your Companies House password and authentication code. If you do not have these, you’ll need to register for online filing first.

Confirmation statement annual filing fee 

It costs £34 to file a confirmation statement online, and £62 to file by post. These are the annual fees charged by Companies House. 

You only need to pay once every 12 months, regardless of how many times you file a confirmation statement during that time. 

The 12-month payment period for the fee is separate from your 12-month review period. It starts on the date of company formation. 

Confirmation Statement Service from 1st Formations 

At 1st Formations, we offer an online Confirmation Statement Service, with prices starting at £59.99 (plus VAT). This service is available to existing and new clients—you don’t need to have formed a company with us to use our services.

Difference between the confirmation statement and annual accounts

Both of these filing requirements are due once per year. That’s where the similarity ends.

An annual confirmation statement is used to confirm key details about the internal structure of a company on a certain date. It must be filed at Companies House at least once every 12 months.

Annual accounts show the financial performance and activity of a company over the course of its financial year. A copy of the accounts must be given to members, Companies House, and HMRC.

Confirmation statements for dormant companies

All companies, whether dormant or active, must deliver a confirmation statement to Companies House every 12 months.

Whilst a company may not be trading, certain details about the internal structure of the business may change. Therefore, you must confirm that the information held at Companies House is correct at a given date each year.

What happens if I forget to file a confirmation statement?

If you forget to file a confirmation statement by the deadline, you should file it as soon as possible upon realising that it’s overdue. There are no automatic financial penalties for late filing. 

However, failing to deliver a statement at all constitutes a criminal offence. In such intances, the company directors or LLP designated members may be personally liable on summary conviction to the following financial penalties:

• in England and Wales, a fine (and for continued contravention, a daily default fine) up to the greater of £500 and one-tenth of level 4 on the standard scale
• in Scotland or Northern Ireland, a fine up to level 5 on the standard scale and, for continued contravention, a daily default fine up to one-tenth of level 5 on the standard scale

The standard scale of fines for summary offences is set out in section 122 of the Sentencing Act 2020 as follows:

• Level 1 fine – £200
• Level 2 fine – £500
• Level 3 fine – £1,000
• Level 4 fine – £2,500
• Level 5 fine – £5,000

Contravention continues until the company delivers its overdue confirmation statement to Companies House. If you do not file the statement or pay the financial penalties, Companies House may take steps to strike off and dissolve the company.

Late filing of confirmation statements can also damage a company’s reputation. If you miss the deadline, the Companies House register will show that your filing is overdue. Any late filing notices you receive will also appear on the register.

This will create a poor impression, causing potential clients, suppliers, or investors to worry that the business is unreliable and badly managed. 

Sign up for email reminders

Companies House will send a reminder to your registered office in advance of your filing deadline. This will explain everything you need to know.

We recommend that you sign up for email reminders from Companies House to ensure that your confirmation statements are filed on time.