Companies Annual Return to be Replaced with a 'Confirmation Statement'

This change is due to take effect from 30 June 2016.

The confirmation statement is essentially a declaration that, 'since the last confirmation statement, there have been no changes to the constitution of the company or that all changes have been reported at the time they took place”. Therefore, details will need to be included in the confirmation statement where Companies House was not notified at the time the change took place.

What does this mean in practice?

The key differences between the two forms relate primarily to the filing period and procedure, as opposed to the information actually contained in the forms.

Filing Date

In respect of new companies, the first confirmation statement should be filed within 14 days of the anniversary of company formation. For existing companies, the first confirmation statement will be due no later than 14 days after the anniversary of the made-up date for the company's last annual return.

However, unlike the annual return which has a fixed filing date, a company can choose when to deliver the confirmation statement and can update the statement as often as it wishes, provided that one statement is delivered every 12 months.

The date upon which a company completes the statement will be known as the 'confirmation date' and subsequent statements should then be filed at Companies House, within 14 days of the anniversary of the company’s previous confirmation date. This flexibility around filing means that a company can align the filing date with other statutory filing obligations, such as the submission of its company accounts.

Reducing the Administrative Burden

The current paper annual return form requires a company to list information already filed at Companies House, such as details of the company officers, the registered office address, shareholders and share capital, which can be a timely process.

The Government announced its 'red tape challenge' in January 2014 to reduce the administrative burden on companies. As part of this process, it was proposed that the procedure for filing documents at Companies House should be made more streamlined and straightforward.

It is therefore thought that the new statement will be simpler and quicker to complete than the current paper AR01 form, as a company will only be required to ‘check and confirm’ the details held by Companies House. The ‘check and confirm’ method will be familiar to those companies that file their annual return online using the Companies House WebFiling system.

Fee

The fee for filing the confirmation statement is yet to be confirmed, however, it is unlikely to be more than the current £40 fee for filing the paper annual return and the online return fee of £13.

It should also be noted that a company can file numerous statements throughout the year and there will be no additional fee; a company will only be required to pay a filing fee once in any 12 month period.

Register of People with Significant Control

As part of the confirmation statement, a company will also be required to deliver information about 'People with Significant Control' (PSCs) to help increase transparency over who owns and controls UK companies.

What Charities Need to Do

Trustees of charitable companies should be aware of the upcoming changes to filing requirements and should look out for upcoming guidance.