Filing company accounts: your questions answered

Covering issues such as: the consequences of filing your accounts late; how to extend your filing deadline; when you can change an accounting reference date; whether you need to file accounts if your company is dormant, and more…

You may be able to apply to extend the time for delivering your company accounts to Companies House if they are delayed by

an unforeseen event which was outside the control of the company and its auditors or there are exceptional extenuating circumstances.

You should apply in writing before the normal filing deadline.  Full details of how to apply are given in chapter 5 (page 21) of the Companies House document entitled Life of a company – part 1 annual requirements.

If you file your accounts late an automatic fine will be imposed on the company. The fines increase the longer you delay submission  and the penalty is doubled if company accounts are filed late two years in a row. Public limited companies are also subject to higher tariffs than private companies. You may wish to refer to the Companies House Guide on Late Filing Penalties. 

As well as the civil penalty imposed on the company, failure to file the company accounts is a criminal offence and the company’s directors (and company secretary) could face large personal fines and even disqualification from the role of director.

Failure to deliver company accounts may also result in the company being struck off from the public register. Many people are surprised how quickly a company can find itself faced with deregistration. The process is detailed in section 1000 of the Companies Act 2006. If you fail to deliver your company accounts on time the registrar will be deemed to have

reasonable cause to believe that [the] company is not carrying on in business or in operation

As a first step Companies House will send a warning letter to the company registered office address. If it fails to receive a response from the company within 14 days, it will issue a second warning letter. If the company fails to reply to this second warning letter within a further 14 days, the registrar can issue a formal Notice of the intention to strike off and this will be published in the Gazette. Just two months after the publication of the notice, the company can be deregistered.

No. If your accounts due date falls on a Sunday or Bank Holiday you must ensure that you deliver your company accounts before this date or you will incur an automatic fine.

Yes. You may change the accounting reference date as many times as you like if it shortens the accounting period, but if the change lengthens the accounting period then the following restrictions apply:

• Unless the company is in administration – you cannot change the accounting reference date to make the accounting period longer than 18 months.
• You cannot extend the accounting period more than once every 5 years unless your company is in administration or you have obtained permission from the Secretary of State or the change is to make the accounting reference date the same as a subsidiary or parent undertaking.

To change your accounting reference date you must apply to Companies House before you reach the current filing deadline. To apply you can complete paper Form AA01 or register with a free records management service like Inform Direct to submit the request electronically in a matter of moments.

The surprising answer to this questions is ‘Yes!’ – but only in certain circumstances. When a Form AA01 is filed to change the accounting reference date, the deadline for filing company accounts is extended to the later of:

• 9 months for a private company (or 6 months for a public company) from the new accounting reference date; or
• 3 months from the date of receipt of the Form AA01.

In some circumstances therefore, shortening the accounting period may actually result in the company receiving additional time to file their accounts. Consider the following example:

However, note that Companies House do not look favourably upon companies that shorten their accounting reference period purely to gain additional time to file their accounts and may even consider it an indication that the company is experiencing financial or administrative difficulties. Indeed, the government is currently considering a proposal to limit the number of times that a company can shorten its accounting reference period, in an attempt to diminish the ability of some companies to abuse this procedure.

The only small exemption to this rule is for dormant subsidiaries with an EEA registered parent company – who may in certain circumstances avoid preparing and filing company accounts.

No. The same filing deadlines apply for dormant company accounts and regardless of the size of your company. You can verify the filing deadline that will apply to your next set of accounts by reading our guide entitled: “When are my annual accounts due?”

You must send a copy of the company accounts to:

• Every shareholder in the company;
• Every holder of the company’s debentures; and
• Every person that is entitled to receive notice of general meetings.

Note that the company accounts prepared and filed with Companies House may not always be suitable for presentation to the members of the company. For example, a private company that qualifies as “small” may deliver an abridged set of accounts to Companies House consisting of an abbreviated balance sheet and accompanying notes together with an auditor’s report when applicable. However, the accounts prepared for the company’s shareholders would generally include a full balance sheet and notes, together with a profit and loss account, directors report and auditor’s report (if applicable).

As well as sending a complete set of accounts (i.e. not abbreviated) to the company’s members, you should also submit a copy to HMRC as part of your Company Tax Return. Where applicable, the Charity Commission or other regulatory bodies may also require a set of your company accounts for review.

Let Inform Direct help you manage all your filing deadlines

Inform Direct automatically calculates your company’s key filing deadlines. Both the annual accounts and confirmation statement filing deadlines, together with other key dates, are displayed on the company dashboard, and our traffic light system acts as a clear visual cue when a key deadline is approaching. If you are managing multiple companies, you can see all their important filing deadlines at a glance on a single Portfolio screen. You can even arrange the order that your companies are displayed on the Portfolio screen by deadline date – enabling you to organise your workload. This, together with automatic email reminders, ensures that you are always well prepared for any approaching filing deadlines. No more nasty surprises. No more Companies House late filing penalties.

If you still have questions relating to company accounts preparation you may wish to look at our related guides: How to calculate the size of your company for year end accounts preparation and the Different types of limited company accounts available (as determined by your company’s size).

A previous version of this article was originally published on 29 June 2015.