Companies House Annual Return Is Being Replaced By Confirmation Statement From 30th June 2016

From 30th June 2016 companies will no longer be required to file an annual return with Companies House.

In its place will be a confirmation statement which will need to be filed at least once a year.

This will affect companies and limited liability partnerships (LLP’s).

Like the annual return, the confirmation statement will require you to confirm key information about the company, including:

  • Registered office
  • Details of the directors
  • Share structure
  • Shareholder information
  • Industry classification (SIC code)


Companies House Annual Return


So what exactly has changed?

For most owner managed companies there will be very little difference in the detail that will need to be kept and filed with Companies House.

Firstly, you will be able to file amendments at Companies House of changes to the key details of your company as many times as you wish without paying the annual return fee (currently £13) each time you make a change.

There will instead be one fee paid per year regardless of how many changes are made.

The confirmation statement can be filed at any time, but now there must be no more than 12 months between confirmation statements.

Secondly, the main change is that you will need to disclose all ‘people with significant control’ or PSC’s of the company.

For companies, a PSC is a person (or entity) who meets one of the following criteria:

  • has more than 25% of the shares
  • has more than 25% of the voting rights
  • has the right to remove or appoint a majority of the directors
  • has the right to, or exercises, significant influence or control over the company
  • holds the right to exercise or actually exercises significant control over a trust or firm that meets one of the first 4 conditions.

For most owner-managed businesses PSC’s will be the same as the current directors and/or shareholders and as such this change will have very little change to the total amount of information held on public record.

Although the changes only come in from 30th June 2016, from 6th April 2016 you need to keep a record of your PSC’s.

The majority of our clients are freelancers, contractors and one/two person businesses so in reality not much has changed for them – it’s just a new type of return to replace the annual return.

This change is aimed more at larger companies with complex structures as a way for there to be greater disclosure on public record where the ownership/controlling influence is currently unclear.

Further information on the new confirmation statement which replaces the Companies House annual return is available from Gov.UK.