Confirmation statement: a filing about what is already true

A confirmation statement is the annual filing in which a UK company tells Companies House that the information held about it is correct. It replaced the annual return, and the change of name reflects a change of purpose: the filing confirms rather than updates. Every company must file one at least once every twelve months, including dormant companies and companies that have never traded.

That distinction causes most of the trouble. Directors who assume the statement is where changes get reported find that changes of director, registered office or share capital each have their own form, and that the confirmation statement cannot be filed accurately until those have been made.

What the confirmation statement covers

• Registered office address, and the address where records are kept if different.
• Directors and, where applicable, the company secretary.
• People with significant control, and whether their details have changed.
• Principal business activity, by SIC code.
• Statement of capital: shares in issue, their nominal value and the rights attached.
• Shareholders — updated on the statement itself for most companies, unlike the other items.
• An email address for the company, and a lawful purpose statement, following recent changes to the regime.

Shareholder information is the exception worth noting: for most private companies, changes in shareholdings are reported through the confirmation statement rather than separately. Everything else changes by its own form, when it happens.

Deadlines, and what happens when they pass

1. The review period runs for twelve months from incorporation, or from the date of the last statement.
2. The statement must be filed within fourteen days of the end of that review period.
3. Filing early is allowed and starts a new review period from that date.
4. Missing the deadline does not incur an automatic financial penalty in the way late accounts do — but the company is in breach, directors commit an offence, and the register shows it.
5. Persistent failure leads to the company being struck off, which is where the real damage happens.

A company shown as overdue on the public register is visible to anyone who looks — customers running due diligence, banks, procurement teams. The cost of a late confirmation statement is usually reputational and transactional rather than a fine, which is why "no penalty" is a bad reason to leave it.

Filing it without a scramble

The efficient order is: check the register against reality first, file whatever has genuinely changed on its own form, then confirm. Companies that do it the other way round end up filing a statement they know to be wrong, or discovering on the deadline that a director resignation from March was never filed.

The information being confirmed comes from the company’s own statutory books, and where those are out of date the filing perpetuates the error rather than fixing it. Ettex Records keeps the register data with its change history and the filing deadline against it, so the annual confirmation is a review of something maintained rather than an annual reconstruction from memory and old emails.

Filing on time matters more than filing perfectly. A late filing penalty accrues automatically and escalates, and it is charged even where the accounts, once filed, are entirely correct. Where a company is not trading, dormant company accounts still have to be filed — dormancy removes the activity, not the obligation.