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Company Filing Procedures

Tuesday, 10 July 2012

There are various administrative tasks that managers of companies must take responsibility for once a company has been incorporated. These generally relate to ensuring that the Registrar of Companies at Companies House is kept up to date with the information held about a company and that sufficient records are kept in relation to the company’s affairs.

Some requirements need to be met on a regular basis, others happen as changes are made within the company from time to time. It is important that managers do not fall behind with these procedures because the penalties can be onerous.

Regular Filings

Directors are responsible for filing each year:

  • Annual return
  • Company accounts

Normally Companies House will send a reminder letter before each is due to help directors meet deadlines. The relevant filing can either be sent in paper form or filed electronically through the Companies House website.

Other Filings

General filings that are often required include:

  • Notification of appointment or removal of directors
  • Changes in directors’ personal details
  • Changes to the company’s registered office
  • Change of accounting reference date
  • Allotments of shares
  • Registration of charges

This is not an exclusive list but covers some of the more common filings companies are required to make during their lifetimes. For each filing there is a specified form which must be lodged at Companies House within 14 days of any changes being made. Again, the forms may be filed electronically.

Company Meetings

In addition to filings at Companies House, directors are also responsible for keeping records of any company meetings, such as:

  • Annual General Meetings which may be held each year (this is no longer a requirement for private companies) or if at least 5% of shareholders demand one
  • General meetings
  • If a special resolution is filed at a general meeting then a copy of the resolution must be filed at Companies House within 15 days

Company Records

Companies must keep official records of the following where relevant:

  • Register of shareholders
  • Register of directors
  • Directors’ service contracts
  • Records of resolutions
  • Minutes of company meetings

These records must be kept available for inspection usually at the company’s registered office or an alternative address deemed appropriate by the directors.


Late filing of accounts can incur penalties which range from £150 to £1,500 for private companies and £750 to £7,500 for public companies. Late filing or failure to file annual returns can lead to more severe penalties with up to £5,000 in fines and possible criminal prosecution.

Rollingsons has lawyers experienced in handling company secretarial work; if you need advice or would like more information please contact James Crighton via e-mail or by phone on 0207 611 4848.