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What is a confirmation statement and when is mine due?

14 days after each review period.

It tells Companies House that your company has sent all the changes it must report. Your first review period is the 12 months from the day your company was set up, and each one after that is 12 months more.

Published

At a glance

Applies to
Every company
How often
At least once every 12 months
If you do not file
An offence by the company and . A fine, and your company may be

Sources

This entry is general information for directors of UK private limited companies, not advice about a particular company.

What to do

  1. Find the end of your review period. For your first statement, it ends the day before the first anniversary of the day your company was . After that, it ends 12 months after the on your last statement.

  2. Check what Companies House holds. Send any change it has not been told about, such as a new director.

  3. Choose your confirmation date. It must be no later than the last day of your . An earlier date moves all your later deadlines.

  4. File within 14 days after your review period ends. You can file online, or by post on paper .

Sources

How it works

What the statement confirms

The statement confirms that your company has sent Companies House everything it must about certain changes. These changes are:

  • a change of director, or of a director's details

  • a change of company secretary

  • information about (PSCs)

  • a new address for company records kept away from your

You can assume what you sent before was received properly, unless Companies House has told you otherwise.

Some other details go in with the statement only when needed. That is when they have changed, or when what you last sent no longer applies to the new period. They are:

  • your activity code ()

  • your

  • whether your shares are on a market

  • your

  • any exemption from giving PSC information

For example

Say Bramley Studio Ltd issued no new shares in the year.

Its share capital has not changed since its last statement.

It does not send a new statement of capital.

Every statement also says that your company's intended future activities are lawful. Your company must also give a if it has not already. If its address no longer reaches anyone acting for the company, change it now: it must work at all times. See what you must confirm for these.

Sources

The detail The exact rule

Companies Act 2006, section 853A(1): every company must, before the end of the period of 14 days after the end of each , to the registrar the information needed to make the statement, and a confirmation statement. It confirms (i) that the company has delivered, or is delivering at the same time, all the information it must deliver for the confirmation period under any duty to notify a relevant event (section 853B); (ii) that it is delivering at the same time any information required by sections 853BA to 853H; and (iii) for a first statement, any pre-incorporation changes under sections 167I, 279I or 790LG. The relevant events are changes in directors or their required information (sections 167G and 167H), changes in the secretary (sections 279G and 279H), information about people with significant control (sections 790LA to 790LH), and a change in the address where company records are kept away from the registered office. Section 853A(7): a company may assume information delivered to the registrar was properly delivered unless the registrar has said otherwise.

With the statement: principal business activities (section 853C); (section 853D); trading status of shares (section 853E); shareholder information for non-traded companies (section 853F); statement of exemption from Part 21A (section 853H). A statement of capital is needed only if something in it has changed since the last one was delivered (section 853D(3)). A change in principal business activities is notified if it happened during the confirmation period (section 853C(1)); for a first statement, also if they had changed by the time of (section 853C(1A)). The trading status, shareholder information and exemption statements are needed unless the last one delivered applies equally to the confirmation period concerned (sections 853E(3), 853F(4) and 853H(3)). Lawful purposes: section 853BA. Registered email address: section 853CB.

Sources

Your review period sets the deadline

Your company's first review period is the 12 months starting on the day it was set up. Each later one is the 12 months starting the day after the last one ended.

The is 14 days after your review period ends.

The 12 months include the day your company was set up. That is why the period ends the day before the anniversary.

For example

Bramley Studio Ltd was set up on 11 March 2024. Its first review period ran from 11 March 2024 to 10 March 2025.

The 14 days after it ran from 11 March to 24 March 2025.

Its first statement was due by 24 March 2025.

This clock has nothing to do with your company's . It runs from the day your company was set up, or from your last . So your statement can be due in a different month from your accounts.

Sources

The detail The exact rule

Section 853A(5): each of these is a review period: (a) the period of 12 months beginning with the day of the company's incorporation; (b) each period of 12 months beginning with the day after the end of the previous review period. Section 853A(3): the confirmation period, the period the statement covers, runs for a first statement from the day of incorporation to the date specified in the statement (the confirmation date). For any later statement it runs from the day after the last confirmation date to the new confirmation date. Section 853A(4): the confirmation date must be no later than the last day of the review period concerned. Companies House says the review period ends 12 months after the date the company incorporated, for a first statement, or after the confirmation statement date on the last statement. You can file up to 14 days after the review period has ended. Our working: because the law's 12 months begin with the day of incorporation, a first review period ends the day before the anniversary (for 11 March 2024, on 10 March 2025). A later period begins the day after the last confirmation date, so it ends on the anniversary of that confirmation date.

Sources

Filing early moves your dates. Filing late does not

If your confirmation date is earlier than the last day of your review period, the clock restarts. Your next review period starts the day after that confirmation date. Companies House says that if you file early, you need to choose a new confirmation date.

Filing late does not move the clock. A late statement must still carry a confirmation date within the review period it was due for. So your later review periods keep their old dates.

For example

Say Priya files Bramley's statement with a confirmation date of 31 December 2026, before its review period ends on 10 March 2027.

Next review period
1 January to 31 December 2027

The next statement is due by 14 January 2028, not 24 March 2028.

Sources

The detail The exact rule

Section 853A(6): where a company delivers a with a confirmation date earlier than the last day of the review period concerned, the next review period is the period of 12 months beginning with the day after the confirmation date. Section 853L(3): after a failure to deliver, the contravention continues until a confirmation statement specifying a confirmation date no later than the last day of the review period concerned is delivered.

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Consequences

If you get it wrong

Not filing on time is a criminal offence. It is committed by your company and by every . A can also apply until you file. Companies House says you can be fined up to £5,000. It may also issue a financial penalty.

Your company may also be if you do not file.

Companies House can start this if it has reason to believe your company is not in . It writes first, and again if there is no answer. If there is still none, it can publish a notice that your company will be struck off in 2 months. If that happens, any you have as a director carries on.

Sources

The detail The exact rule

Section 853L(1) and (2): if a company fails to a before the end of the period of 14 days after the end of a review period, an offence is committed by the company and every officer in default; a shadow director is treated as a director. In England and Wales the penalty on summary conviction is a fine and, for continued contravention, a daily default fine not exceeding the greater of £500 and one-tenth of level 4 on the standard scale. Section 1000: if the registrar has reasonable cause to believe a company is not carrying on business or in operation, the registrar may send an inquiry. If there is no answer within 14 days, the registrar must send a second communication within the next 14 days. If there is still no answer within 14 days of the second communication, the registrar may publish a Gazette notice that, at the end of 2 months, the company will be struck off and dissolved unless cause is shown to the contrary. The liability, if any, of every director continues after dissolution and may be enforced as if the company had not been dissolved.

Sources

Less common situations

Your company is dormant. It must still file. The law says every company must.

Your deadline falls on a weekend or bank holiday. The law sets no weekend rule, and Companies House's guidance does not say the moves. So file by the working day before. Its online services work as usual on bank holidays.

You file on paper. Use . Include a cheque for the fee.

Sources

Worked example: Bramley Studio Ltd

Bramley Studio Ltd was on 11 March 2024. Say Priya always uses the last day of the as the confirmation date. Then the dates roll on each March.

Review periods and due dates
  • Review period

    First

    Runs
    11 March 2024 to 10 March 2025
    Due by
    24 March 2025

    12 months starting on the day the company was set up

  • Review period

    Second

    Runs
    11 March 2025 to 10 March 2026
    Due by
    24 March 2026

    Starts the day after the first ends

  • Review period

    Third

    Runs
    11 March 2026 to 10 March 2027
    Due by
    24 March 2027

    The current one. 24 March 2027 is a Wednesday, not a bank holiday

Sources

Bramley's is 31 December. Its is still due in March each year, because the clock runs from the day the company was set up.

Sources

Not covered here

The fee: see how much a confirmation statement costs. What you must confirm about your email, lawful purpose, and identity: see what you must confirm. Deadlines for your accounts and Corporation Tax.

Where this comes from

47 official sources. Open a group to see them.

The law 25 sources
HMRC 4 sources
GOV.UK 8 sources
Companies House 7 sources
FRC 3 sources

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