What is Companies House?

If you are starting or planning a limited company in the UK, you will very soon have dealings with Companies House. This is the government department where limited companies are formed and dissolved, and where their records are filed and kept in a publicly searchable database. This article examines why Companies House exists, what it does and how companies use it.

What is Companies House?

The registry of limited companies in the UK. It is an executive agency of the UK Department for Business, Energy & Industrial Strategy (BEIS) and holds records for millions of companies, with hundreds of thousands of new ones added each year. It has offices in Cardiff, Edinburgh, London and Belfast and employs over 1,000 people. Companies House has a history stretching back to 1844.

Why does Companies House exist?

It exists to promote corporate transparency by ensuring that whenever a group of people form a company to do business, its internal workings are laid bare for anyone to inspect in a public register. It records the who, what, when and where of a company and makes it all easily accessible. This gives company officers an incentive to act in good faith since they know that their corporate actions are a matter of public record.

A healthy way of viewing a company’s relationship with Companies House is that limited liability is a privilege, and providing public records is the price that is paid for that privilege. Disclosing key information about its affairs is how a company buys the keys to the castle of separate legal entity status, protecting its personnel from losing their own assets in the case of insolvency.

A better way to file your records with Companies House

• Faster and easier filing with Inform Direct
• Keep company records up to date
• Comprehensive software that handles e.g. complex share splits
• Smart wizards ask for only the data needed
• Auto-generate forms
• Save time

Start Now

Quick, free company lookups

The public register of companies’ details enables people to check up on companies with which they are considering doing business. A potential customer, supplier or partner can often benefit from consulting the public record, where they may:

  • look at the company’s financial position and ownership structure
  • confirm that the people who claim to represent the company as directors are formally appointed as such
  • ensure filings are up to date
  • satisfy themselves that other matters of governance are properly attended to and have credibility.

Simplifying litigation

The existence of a national register of companies serves not only to make companies’ internal affairs transparent, but also to simplify litigation against and by companies.

Before there was such a register of limited companies (that is to say up until the mid-nineteenth century), companies could only be formed by royal charter or private Act. The rest of the population could only form unincorporated associations, which sometimes had very large numbers of members. Litigation occurred in the joint names of all members and could become enormously complex. By contrast, a modern limited company is a legal entity separate from its members and directors, and can sue or be sued in ways that more closely resemble those employed between individuals.

What does Companies House do?

Companies House has three functions:

  • Incorporate and dissolve limited companies
  • Examine and store the information on limited companies that is required by law
  • Make this information available to the public.

We will take a look at each of these functions in turn.


Part of a form for submission to Companies House to incorporate a limited company.
Companies House form IN01

Incorporate and dissolve

Every new limited company comes into being by registering at Companies House in a process known as incorporation. Once incorporated, a company must keep its records up to date by regularly filing its details and accounts with Companies House. There are penalties for failing to do so on time.

The main documents Companies House requires in order to incorporate a limited company are:

Upon receipt of these, the Registrar’s office will perform a number of checks, for example making sure that none of the proposed company directors features on the Disqualified Directors Register, or is currently bankrupt or under 16 years of age. When all checks are complete and passed, Companies House will incorporate the company, issue it with a company registration number and certificate of incorporation, and put its details onto the public register. The company is now a legal entity and can sail the high seas of finance confident in the knowledge that it does so with the blessing of Her Majesty’s Government.

Once incorporated, each limited company must keep its records up to date by regularly filing its details and accounts with Companies House.

When a company has reached the end of its useful life and is free of debt, it can be dissolved or ‘struck off the register’. This is done via form DS01 following a process of checks to ensure that employees have been paid, assets sold, bank accounts closed and all debts settled. Companies House will check the form is filled in correctly and then publish a notice in The Gazette, a publication that exists for the purpose of such statutory announcements. If nobody has objected to the dissolution, a second notice will be placed in The Gazette after two months and the company will thereby cease to exist.

Examine and store

Companies House checks companies’ details and makes them available for the public to examine at any time. Details on the public record include:

  • Registered address
  • Nature of business
  • Names of directors
  • Names of PSCs (Persons with Significant Control)
  • Name of company secretary
  • Status (active, dissolved, in receivership, struck off, etc)
  • Names and holdings of shareholders, also known as ‘members’
  • Share structure (share classes, share capital, dividends etc.)
  • Loans and mortgages held by the company.

Form MR01 is used for registering a charge.
Companies House form for registering a charge

Changes to any of the above must be notified to Companies House promptly so that it can update the public record. Companies are legally required to provide these details.

In a very small number of instances, certain information that must be provided to Companies House is withheld from the public record, such as the residential addresses of the directors.

Companies House is at pains to point out that it does not claim to verify the accuracy of the information it holds on UK limited companies. It performs basic checks on documents it receives to ensure they are correctly completed and signed, and does much to enforce compliance with the Companies Act 2006, but has no power to officially verify, validate or confirm the accuracy of the information it is given. However, after a consultation in 2019-20, the government has resolved to develop a policy on new querying powers for the Registrar which will enable Companies House to question information before it is filed.

Every limited company must submit a yearly update called a confirmation statement. It keeps a fresh trail of a company’s records by a) confirming what has not changed and b) declaring what has. The confirmation statement replaced the annual return in 2016.

Companies House is at pains to point out that it does not claim to verify the accuracy of the information it holds on UK limited companies.

Make information available to the public

Most UK businesspeople know where to look for basic information on a limited company. You go to the Companies House search page known as ‘Companies House Beta’ at https://www.gov.uk/get-information-about-a-company and type in a company name. This returns the following data:


A company's filing history displayed on the Companies House website.
Filing history on Companies House

 

  • Registered address
  • Type (private limited, LLP etc.)
  • Nature of business (SIC code)
  • Date of incorporation
  • When the next confirmation statement is due
  • When the next accounts are due
  • Any previous company names
  • Particulars of people (directors, company secretary and PSCs)
  • Any charges the company has (mortgages, etc.)
  • Filing history: accounts, confirmation statements, changes of details, and other filings the company has made

The above is all downloadable as PDFs and iXBRL files (the latter is an accounting reporting standard). By creating a free account, anybody can download a company snapshot (a report consisting of the above information about the company), a signed certificate of incorporation and a certified copy of any document from a company’s filing history. These can be required for various reasons, but often it is to prove a company’s good standing.

One of the most frequent searches of the Companies House database is director search. People want to find out the identities of those running a company, or conversely to see which companies somebody is a director of. This is easily done by searching Companies House online.

Ways to file information with Companies House

Most interactions with Companies House now take place over the internet. Paper filing is still possible, but you will be charged much higher administrative fees for it than for electronic filing. Regular filings such as confirmation statements are necessary. Online filing confers clear benefits: instant confirmation of receipt of submissions, lower filing fees, shorter waits for acceptance, fewer rejections and fewer late filing penalties.

Software filing

Software Filing is a service that allows certain documents to be filed at Companies House via third party software.

Inform Direct is an example of third party filing software. It is a Companies House authorised provider. When preparing submissions to Companies House, Inform Direct will prompt you for the necessary details, generate the forms and submit them directly.

Inform Direct is designed from the ground up to make this process as fast and simple as possible. It has a raft of user-friendly features to make company secretarial tasks easier and faster. See Inform Direct’s features here.

Paper filing

Certain communications with Companies House can only be made on paper, such as reductions of share capital and requests to have addresses hidden from public inspection. This is generally for legal and personal safety reasons. Inform Direct prompts you for the information needed to fill in these forms and generates them in a printable format for sending to Companies House’s postal address.

Where possible, electronic filing and communications are the norm. This includes the vast majority of standard filings that limited companies need to make. Online filing makes even more sense considering that the paper versions of some forms stretch to dozens of pages.

Paper filing is still possible, but Companies House charges much higher administrative fees for it than for web filing.

The Protected Online Filing (PROOF) scheme is an optional and free service designed to reduce fraudulent changes to company details. It blocks the filing of certain paper forms which fraudsters can use to change the registered office address, appoint or remove officers, change officers’ particulars or change a company’s name.

Webfiling

Companies House has an interface called WebFiling that companies can use to add and update their records. It is part of the official gov.uk site. Both free and paid-for documents can be submitted. For example, it costs £13 to file a confirmation statement, but there is no charge for changing a company’s registered office address. Certain companies cannot use WebFiling, for example those with over 1,000 shareholders or complex share structures.

Most submissions are made on standard forms. Some of the more common Companies House forms are listed below. This is by no means exhaustive. A complete list for limited companies can be found here: Companies House forms for limited companies.

FormPurpose
IN01Incorporate (register) a company
DS01Dissolve (strike off) a company
AA01Change accounting reference date
CS01Confirmation statement
CH01Change the details of a director
AP01Appoint a director
PSC01Give notice of individual person with significant control (PSC)
PSC02Give notice of relevant legal entity (RLE) with significant control
SH01Return of allotment of shares
SH02Consolidate, sub-divide, redeem shares or re-convert stock into shares
MR01Register particulars of a charge

 


Start saving time and money by filing with Companies House at the touch of a button. Inform Direct: brilliant company secretarial software.


Leave a Reply

Your email address will not be published.

This site uses Akismet to reduce spam. Learn how your comment data is processed.

2022 Review
of UK Company Formations

Read our comprehensive review of UK company formations in 2021, year-on-year growth rates and breakdown by county. This detailed insight is provided in the form of easy to understand infographics available for sharing through social media and on your own website