What information must a company send to Companies House?
A great deal of information must be registered by a company at Companies House. It is all available to the public and the requirement to supply such information is perceived as being the price of being granted the privilege of corporate personality and limited liability. The information must be sent to Companies House on first registration of the company and during its lifetime. This page covers:
- On first registration
- Changes to the company's details
- Annual return
- Annual accounts
- Statutory registers
- Getting information about companies
When a company is first registered it must send to Companies House the following:
- Articles of association (unless these are the Model Articles without amendment, which is unusual)
- Form IN01. This contains:
Full company name
Company type (e.g. private company limited by shares, etc.)
Situation of registered office (e.g. England and Wales)
The company's articles, which may be one of the sets of Model Articles or amended Model Articles or specially drafted articles
Whether the articles contain any restrictions (i.e. provisions that cannot be altered by special resolution)
Details of the company secretary (if any). (If a corporate secretary is appointed, details of registration)
Details of directors (name, any former name, date of birth, nationality, occupation, both a service address and usual residential address). If there are any corporate directors, their registration details.
Statement of capital, showing details of the class, nominal amount, number allotted, amount paid up (including any premium), aggregate issued share capital, rights attached to the shares.
Details of the shares to be issued on allotment and the identities of the shareholders
- Memorandum of association containing names of subscribers
Reduced public disclosure of date of birth
By sec96 SBEEA Part 35 of the Companies Act 2006 (the registrar of companies) is amended so that the actual day of a person’s date of birth will not appear on the part of the register open to the public even though the full date must still be supplied on such forms as require a date of birth (such as on the appointment of a director, etc). Companies House is authorised to supply the full date of birth to certain public bodies and credit referencing agencies. See also The Companies (Disclosure of Date of Birth Information) Regulations 2015/1694.
If the company does any of a long list of things, the right form must be sent to Companies House. Common examples are:
- changing the company's name (NM01 plus copy of the resolution)
- appoint a director (AP01)
- appoint company secretary (AP03)
- Change of director's details (e.g. address) (CH01)
- Removal of director (TM01)
- change registered office (AD01)
- allot shares (SH01 - includes statement of capital)
- mortgage or charge on the company's property (MG01, MG01S in Scotland))
- change its accounting reference date (AA01).
The above are just examples. From 1.10.2009 many new forms were introduced. There are many more forms than previously and most are more complex than their predecessors. A full list of forms is available on the Companies House website, with a download facility. Some forms, but not all, can be filed electronically using the Companies House Webfiling service.
If the company makes any alteration to its articles a copy of the whole document as altered must be registered.
From 1st. October 2009, directors' details provided to Companies House and to be entered on the company's own register of directors will include both a 'service address' and usual residential address. In most circumstances the service address is the only one to be kept available to the public at Companies House and in the company's statutory registers. For more details click here.
Each year (generally with reference to the anniversary of the company's date of registration) the company must make an annual return. This is done either electronically (with a fee of £15) or by completing and signing a paper form (fee £30). The annual return states much of the information currently on file at Companies House (registered office, directors, shareholders, industry classification). It serves two purposes: (1) it prompts the company to bring any information which has changed up to date; (2) it makes searching the file at Companies House easier. It is only necessary for most purposes to go back to the last annual return and note any changes registered since that date.
All limited companies have to file annual accounts. The bigger companies have to file full accounts comprising a balance sheet, profit and loss account, directors' report and auditors report. Small and medium sized companies can send 'modified accounts', containing less detail.
Apart from the disclosure requirements at Companies House, all companies must maintain a set of statutory registers which are also public documents and may be inspected by any member of the public. By sec94 and Schedule 5 of the Small Business, Enterprise and Employment Act 2015 the Companies Act 2006 is amended to give private companies the option of keeping certain information on the register kept by Companies House instead of keeping it on their own statutory registers. The expected implementation date is April 2016.
The information registered by a company at Companies House is on the public record and available to anyone who wants to see it. Some of the information is free, but some requires payment of a fee.