Deadline looming for new system that replaces the Annual Return

ticking clock on bookFrom 30 June 2016 the requirement to file Annual Returns with Companies House is changing.

Following the introduction of the Small Business, Enterprise and Employment Act 2015, Companies and LLPs will need to submit a two-page Confirmation Statement, which replaces the old Annual Return.

The new Confirmation Statement contains the following elements:

  • Company number, company name and confirmation date;
  • A People with Significant Control (PSC) Register;
  • Shareholders;
  • Statement of Capital;
  • Trading status of shares;
  • A standard industrial classification or principal business activities.

Essentially the new form is intended to simplify the process of submitting annual returns. The new system requires companies to only confirm that there have been no changes to the constitution of the company i.e. that all changes have previously been reported.

The new system also abolishes the fixed date for filing annual returns. Instead companies can submit a Confirmation Statement at any time they wish so long as they file one at least every 12 months. This means that the filing of any changes can be used as an opportunity to file a new Confirmation Statement.

The PSC Register

The additional requirement, however, is for a PSC Register, about which we reminded businesses in an earlier blog.

Briefly, the PSC Register identifies and records the details of anyone who has significant control over a company, and this includes people who meet one or more of the following conditions.  Persons who:

  • directly or indirectly own more than 25% of shares in the company
  • directly or indirectly hold more than 25% of the voting rights in the company
  • directly or indirectly have the power to appoint or remove the majority of the board of directors of the company
  • otherwise have the right to exercise or actually exercises significant influence or control over the company
  • have the right to exercise or actually exercises significant influence or control over a trust or firm that is not a legal entity, which in turn satisfies any of the first four conditions over the company.

Companies should already have compiled since the deadline of 1 April this year. The second deadline of 30 June relates to submitting the register to Companies House.

A fee is payable for filing Confirmation Statements but as yet Companies House has not published details.  However, companies will not have to pay more than once every 12-months so there will be no charge for updates within that period.

(Image courtesy of FrameAngel at FreeDigitalPhotos.net)

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