Phoenix practical method: each section separates the key action, the evidence to retain and the point at which it is sensible to obtain support. This is general information, not tailored legal, tax or accounting advice.
SECTION 01
Why the confirmation statement deserves a proper review
- A confirmation statement is not simply an administrative tick-box. It is the regular Companies House filing through which a company confirms that its public record is correct and up to date. For a director, that makes it a useful annual compliance checkpoint: a point to compare the company’s legal and public information with what has actually happened during the review period.
- It is easy to treat the filing as something to complete only when an email reminder arrives. That approach can create avoidable risk. Changes to directors, people with significant control, shareholders, share capital, the registered office or the company’s activity may need attention before the statement is submitted. A filing that is rushed without records being checked can perpetuate an inaccurate public record.
- Current Companies House guidance says that every company, including a dormant or non-trading company, must file a confirmation statement at least once every year. The guidance also makes clear that a statement is required even where no changes have occurred. In other words, the statement is an affirmative confirmation of the record, not only a form for reporting changes.[1]
SECTION 02
Start with dates, access and responsibility
- The first step is to identify the company’s confirmation date and filing deadline. These can be checked on the Companies House register. Do not rely only on an internal calendar, a previous return or an informal note from a director. When a company has filed early in the past, its confirmation date may have changed and the next review period may not fall when someone expects it to.
- A company should also confirm that it can access the online filing service. The appropriate sign-in credentials and authentication code should be held securely and only made available to people authorised to deal with the company’s filings. The authentication code is not a general company reference number; it helps authorise filing activity, so it should be treated carefully.
- Directors can delegate preparation to an accountant, company secretarial adviser or other trusted professional. Delegation can make the process more efficient, but it does not remove the director’s responsibility for making sure the company’s records, accounts and filings are accurate. A sensible workflow is for a preparer to collect the data and draft the filing, then for the director to review the key facts before approval.
KEY CHECKS
- Check the confirmation date and filing deadline on the Companies House register.
- Confirm access to the filing service and secure storage of the authentication code.
- Identify the director or adviser responsible for preparing the review.
- Create a short evidence file showing what was checked and who approved it.
SECTION 03
Review the registered office, registered email and company activity
- The registered office is the company’s official address for formal communications. It is not merely a contact preference. Important notices can be sent there, so directors should verify that the address remains appropriate, that post can be received there and that any service provider or occupier arrangement still works as intended. If the company has moved, confirm that the change was filed rather than assuming an address update in a business system changed the Companies House record.
- Companies House guidance also refers to the registered email address. This is used by Companies House to contact the company and is not published on the public register. The practical check is simple: does the company have access to the inbox, does it have appropriate continuity if a director or employee leaves, and is it monitored by someone who will act on formal correspondence?
- The company’s SIC code, which describes its business activity, is another useful item to review. Businesses can evolve from their original trading plan. A code selected at incorporation may no longer describe the main activity. The confirmation statement process includes an additional information section that can be used for changes such as the SIC code, so it is a sensible time to check that the public description remains reasonable.
SECTION 04
Check directors, secretaries and identity-verification requirements
- A director review should compare the current Companies House record with board minutes, appointment and resignation records, and the company’s actual management structure. If a director or secretary was appointed, resigned, changed name or changed service address, make sure the relevant update has been made through the appropriate Companies House process before the confirmation statement is sent.
- Identity verification has become an important part of the confirmation statement process. Current Companies House guidance states that directors must verify their identity and that a personal code is required for each director when filing the next confirmation statement. Companies House may not accept the statement until required director verification has been completed.[1]
- This is a good example of why a confirmation statement should not be left until the last day. Verification is not a task that should be discovered only when a filing screen refuses to proceed. Directors should check the current requirements and their own status early, especially where the company has multiple directors, recent appointments or individuals who are less familiar with Companies House systems.
SECTION 05
Review PSCs, shareholdings and the statement of capital
- A person with significant control, usually referred to as a PSC, is an individual or legal entity that meets statutory conditions for ownership or control. A common example is someone holding more than 25% of shares or voting rights, but control can take other forms. The point is not to rely on labels alone. Directors should compare the PSC register, shareholder records, relevant agreements and the Companies House entry.
- Share transactions, allotments, transfers, reorganisations and changes in voting rights can affect the shareholder information or statement of capital held on the public register. The confirmation statement provides an opportunity to identify whether the public information still reflects the company’s share structure. Where there has been a more complex transaction, obtain company secretarial or legal advice rather than guessing how it should be recorded.
- The review should also consider whether any PSC exemptions or special conditions apply. This is an area where precision matters because the public register is designed to provide transparency about ownership and control. If the company has had investment, a family transfer, a restructuring or an informal change in who makes decisions, document the facts and assess the reporting implications properly.
SECTION 06
File, pay and retain evidence of the decision
- Once the information has been checked, the company can file its confirmation statement. Companies House guidance explains that a company normally reviews its records at least once every 12 months and may file within 14 days after the end of the review period. A company can also file early, but early filing may establish a new confirmation statement date, which changes the start of the next review period.[1]
- The annual fee and payment period should be treated separately from the review period. A company may only need to pay the fee with the first confirmation statement in its payment period, but the current fee and payment process should always be checked directly with Companies House because these can change. Keep the submission confirmation, payment evidence and any internal approval note with the company’s compliance records.
- After filing, update the company’s internal compliance calendar. Record the next likely review date, identify who receives reminders and set an earlier internal preparation date. The goal is not just to meet one filing deadline; it is to make the next review predictable, supported by records and less dependent on last-minute memory.
SECTION 07
A practical annual routine for directors
- The strongest confirmation statement process is continuous rather than annual. When a director appointment, share transfer, registered office change or PSC event occurs, record it promptly and seek advice on the correct filing. The annual statement then becomes a validation exercise rather than a reconstruction of a year’s events.
- Keep a simple director compliance pack: incorporation documents, articles, shareholder records, PSC information, confirmation statements, filing receipts, board minutes and evidence of material changes. The pack does not need to be complicated, but it should be organised enough for a director or adviser to see what happened and when.
- If the company has experienced significant changes, the confirmation statement may sit alongside accounts, Corporation Tax, payroll, VAT or pension duties. Treat those obligations as related but distinct. A confirmation statement does not replace annual accounts, a Company Tax Return or a tax payment. It confirms company information held by Companies House. That distinction helps directors give each process the right attention.
SECTION 08
When to pause and obtain professional help
- Most straightforward confirmation statement reviews can be managed with a clear checklist and current company records. A director should pause rather than guess, however, where ownership has changed, shares have been issued or transferred, a person may have become or ceased to be a PSC, a director’s appointment or resignation was not filed at the time, or the company has been inactive and is now restarting. These are not reasons to avoid filing; they are reasons to make sure the statement reflects the legal facts.
- It is also sensible to get help if the Companies House record conflicts with the company’s own documents, if an authentication code cannot be located, if identity-verification requirements are unclear, or if a strike-off notice, penalty notice or other official correspondence has been received. An adviser can help organise the facts, identify the relevant filing route and explain what a director needs to approve. Professional support can reduce administrative pressure, but a director should still understand the core information being confirmed and retain the final filing evidence with the company’s records.
OFFICIAL FURTHER READING
References and current guidance
RELEVANT PHOENIX TAX SERVICE