Filing a Confirmation Statement? Bedford Accountants Explain What You Need to Know

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If you run a limited company in the UK there is one filing obligation that often gets overlooked because it feels routine and uneventful. In my experience this is exactly why it causes so many problems. The confirmation statement is not complicated but getting it wrong or forgetting it altogether can lead to late filing penalties warnings from Companies House and in the worst cases your company being struck off. I see this far more often than I should especially with small owner managed businesses that are focused on day to day trading rather than compliance.

In this article I want to explain clearly what a confirmation statement is who it applies to how it works and what you actually need to check before you submit it. I will also share real world examples from practice highlight common mistakes and explain why this filing matters more than many directors realise. By the end you should feel confident about what the confirmation statement does when it is due and how to deal with it properly whether you file it yourself or rely on an accountant.

What Is a Confirmation Statement?

A confirmation statement is a statutory filing that every UK limited company must submit to Companies House at least once every 12 months. Its purpose is simple. It confirms that the information Companies House holds about your company is accurate and up to date.

In plain terms you are telling Companies House “yes this information is still correct” or “no something has changed and here is the updated position”.

The confirmation statement replaced the old annual return some years ago but the underlying idea is the same. Companies House wants a regular confirmation of your company’s key details so the public register remains accurate.

The statement does not ask for financial figures or profits. It is about structure and administration rather than performance.

Who Has to File a Confirmation Statement?

Every limited company registered in the UK must file a confirmation statement. This applies regardless of whether the company is:

• Trading

• Dormant

• Newly incorporated

• Making a loss

• Holding company

• Small micro or large

In my experience many directors assume that if their company is dormant or not trading they do not need to do anything. That is incorrect. Dormant companies still need to file confirmation statements.

If your company is on the Companies House register then this filing applies to you.

Why the Confirmation Statement Matters

On the surface the confirmation statement feels administrative and I understand why it gets pushed down the priority list. From experience though I can say it is one of the most common triggers for serious issues with Companies House.

If you fail to file a confirmation statement:

• Companies House will issue reminders and warnings

• Your company can be marked as non compliant

• Strike off action can begin

• Your company bank account may be affected

• Your credibility with lenders suppliers and clients can suffer

I have dealt with situations where a perfectly viable business nearly lost its company simply because confirmation statements were ignored for two years. Fixing it later is far more stressful than dealing with it properly in the first place.

What Information Does the Confirmation Statement Cover?

The confirmation statement covers a fixed set of information. When you file you are either confirming that this information is unchanged or updating it if something has changed since the last statement.

The key areas are:

Registered Office Address

This is the official address of the company on the public register. It must be a physical UK address where official post can be received. Many directors use their home address which is fine although privacy can be a concern.

If you change your registered office you should update it immediately rather than waiting for the confirmation statement.

Directors and Company Officers

The statement confirms:

• Who the directors are

• Their service addresses

• Their details as held by Companies House

If a director has resigned or been appointed this should be updated at the time of the change but the confirmation statement is where Companies House checks everything still aligns.

Shareholders and Share Structure

This is one of the most misunderstood areas and where I see the most mistakes.

The confirmation statement confirms:

• Who the shareholders are

• How many shares exist

• What classes of shares exist

• How shares are allocated

If you have issued shares transferred shares or changed share rights this needs to be reflected accurately. I often see companies with outdated shareholder information because changes were agreed informally but never properly documented or filed.

Persons with Significant Control (PSC)

The PSC register identifies individuals who have significant control over the company usually through ownership of shares or voting rights.

This is not optional. Every company must either:

• Confirm its PSCs

• Or confirm that no PSCs exist if that is genuinely the case

PSC information is a major compliance focus area for Companies House and errors here can cause red flags.

SIC Codes

SIC codes describe what your company does. You can have more than one.

While this might feel minor it is worth checking. I often see companies with generic or outdated SIC codes that no longer reflect their actual activities.

How the Confirmation Statement Works in Practice

The confirmation statement works on a rolling 12 month basis not a fixed calendar year.

This is an important point that causes confusion.

Your confirmation statement review period starts on either:

• The date your company was incorporated or

• The date you filed your last confirmation statement

You then have 12 months to file the next one. Once the review period ends you usually have 14 days to submit the statement.

In practice this means:

• You can file early

• You do not need to wait until the deadline

• Filing early resets the next review period

From experience I always prefer clients to file comfortably before the deadline rather than at the last minute.

How Much Does It Cost?

The Companies House filing fee for a confirmation statement is currently £13 if filed online or £40 if filed by paper.

That £13 covers all confirmation statements filed in the 12 month period. If you file multiple statements within the year you do not pay again.

If you use an accountant the fee for handling this will vary. Many include it within an annual compliance package. Others charge separately.

When clients ask me whether it is worth paying an accountant for this I usually say the cost is small compared to the risk of errors particularly around shareholders and PSCs.

Common Mistakes I See All the Time

In practice the confirmation statement goes wrong in predictable ways.

Assuming Nothing Has Changed Without Checking

Many directors click confirm without actually reviewing the details. Over time small changes creep in such as address changes share transfers or new directors that never made it onto the register.

Shareholder Information Being Wrong

This is the biggest issue. Informal agreements between business partners are common but Companies House only recognises what is formally recorded.

If the register is wrong this can cause problems later with:

• Dividend payments

• Company sales

• Investment

• Disputes between shareholders

Ignoring PSC Rules

PSC rules are strict and penalties exist for non compliance. I have seen directors assume PSC reporting only applies to large companies. That is not true.

Missing the Deadline Entirely

This usually happens when the responsibility is unclear. Directors assume accountants are doing it while accountants assume directors are handling Companies House filings.

Clear responsibility avoids this problem.

Real World Example: The Dormant Company Trap

I worked with a client who had a dormant company sitting on the register for years. It had no bank account no trading and no activity.

Because nothing was happening he ignored Companies House emails. After two missed confirmation statements strike off action began. He only noticed when a bank asked why the company status showed issues.

We resolved it but it involved late filings stress and unnecessary cost. Dormant does not mean exempt.

Real World Example: Share Transfers Not Reflected

Another common scenario involves two business partners where one gradually exits. Shares are transferred informally but never recorded properly.

Years later when the remaining director wanted to sell the company the Companies House record still showed the former partner as a shareholder with significant control.

Sorting this out required legal documents historic filings and delays that could have been avoided with proper updates at the time.

Legal and Compliance Considerations

The confirmation statement is a legal requirement under the Companies Act. Filing incorrect information is not just an administrative issue.

Directors have a legal duty to ensure filings are accurate. Deliberately filing false information can lead to penalties and in serious cases prosecution.

From a governance perspective accurate public records also protect you as a director. If disputes arise having clean and consistent records matters.

Filing It Yourself or Using an Accountant

Many directors ask me whether they should file the confirmation statement themselves.

You can absolutely file it yourself if:

• Your company structure is simple

• Shareholders have not changed

• Directors are unchanged

• You understand PSC rules

• You are comfortable checking the register properly

However if your company has:

• Multiple shareholders

• Share classes

• Regular changes

• Growth plans

• External investors

Then professional oversight is sensible. I have seen too many small errors turn into big problems later.

Practical Advice Before You File

Before submitting a confirmation statement I always recommend doing the following:

• Log into Companies House and review every section carefully

• Cross check shareholder information with your internal records

• Confirm PSC details accurately

• Check addresses and director details

• Do not rush the process

If something is wrong fix it properly rather than just confirming incorrect information.

Alternatives and Related Filings

It is worth remembering that the confirmation statement is separate from:

• Annual accounts

• Corporation tax returns

• VAT returns

• PAYE filings

Filing one does not replace the others. Each has its own deadlines and requirements.

Some directors assume that because accounts have been filed everything is fine. Companies House treats these filings independently.

The Financial Impact of Getting It Wrong

While the confirmation statement itself is low cost the consequences of getting it wrong can be expensive.

Potential impacts include:

• Late filing penalties

• Professional fees to unwind errors

• Delays in funding or sales

• Stress and distraction from running the business

From experience prevention is always cheaper than correction.

The key takeaway

In my opinion the confirmation statement is one of those tasks that feels small but carries outsized importance. It is your opportunity to make sure the public face of your company is accurate and defensible.

I always encourage directors to treat it as a proper review exercise rather than a tick box form. Take the time to understand what you are confirming and why it matters.

If you are unsure ask for advice. A short conversation with an accountant can save you significant trouble later.

If you want help reviewing or filing your confirmation statement or you are unsure whether your company records are accurate it is worth addressing now rather than waiting for Companies House to chase you.

Getting this right keeps your company compliant credible and ready for whatever comes next.

To continue reading you may find Avoid These Costly VAT Errors: Bedford Accountants Expose Common Pitfalls and How to Choose the Right Accountant for Your Business in Bedford helpful. You can also browse all related guidance in our Bedford Accounting Hub.