What Are the First-Year Filing Deadlines for a UK Limited Company?
A new UK private limited company must normally file its first annual accounts with Companies House within 21 months of incorporation. Its first confirmation statement is generally required after the first 12-month review period and must be filed within 14 days after that period ends.
Corporation Tax follows a separate timetable. The company will usually need to pay Corporation Tax nine months and one day after the end of its Corporation Tax accounting period and file its Company Tax Return within 12 months after that period ends.
VAT, PAYE and event-triggered Companies House filings may be due much earlier. Directors should therefore create a compliance calendar immediately after incorporation rather than treating the first annual accounts as the company’s only deadline.
The most common first-year obligations for a private limited company are:
Not every obligation applies to every company. For example, a company that is not VAT registered will not file VAT Returns, and a company with no employees may not need a PAYE scheme.
Companies House and HMRC perform different functions.
Companies House deals with the company’s legal and public records, including:
HMRC deals with tax obligations, including:
A document filed with one organisation does not automatically satisfy a filing obligation with the other.
For example, filing annual accounts at Companies House does not replace the Company Tax Return required by HMRC.
A new private limited company’s first annual accounts are normally due within 21 months of its incorporation date.
This first-year period is longer than the normal deadline for later accounts. After the first accounts, a private company will usually have nine months from the end of each financial year to file its annual accounts.
A public limited company normally has a shorter first-accounts deadline.
The precise due date appears on the company’s Companies House record. Directors should check that date rather than estimating it informally.
The first annual accounts usually cover the period from:
Companies House normally sets the first accounting reference date as the final day of the month in which the first anniversary of incorporation falls.
For example, if a company is incorporated during May, its first accounting reference date will normally be 31 May of the following year.
This means the first accounts often cover slightly more than 12 months.
The fact that the company did not start trading immediately does not normally change the starting date of the first Companies House accounts. The accounts begin on the incorporation date and include any dormant and active periods.
This is normal for many new companies.
Where the first accounts cover more than 12 months, a private company generally needs to file them within:
The later of those deadlines normally applies.
The deadline may differ if the company changes its accounting reference date or receives a valid filing extension.
Changing the year-end close to the deadline can create unexpected consequences, so directors should check the revised due date before making the change.
Yes. The company does not have to wait until the filing deadline.
Filing early can reduce the risk of:
The accounts should still be complete, accurate and approved by the directors before submission.
Once filed, the accounts become part of the public company record, subject to the disclosure options available for the company’s size and type.
Yes. A dormant company must normally file accounts with Companies House even if it:
A qualifying company may be able to file simplified dormant accounts, but the filing deadline still applies.
Dormant status for Companies House and dormant status for Corporation Tax are related but not identical. Directors should ensure that the company genuinely qualifies as dormant before filing dormant accounts.
A company must normally file at least one confirmation statement during each 12-month review period.
For a newly incorporated company, the first review period is based on the incorporation date. The confirmation statement can be filed up to 14 days after that review period ends.
The exact confirmation statement date and due date are shown on the company’s Companies House record.
The company can file early. However, filing early can start a new review period and therefore change the date on which the next confirmation statement will be required.
The confirmation statement confirms that the information Companies House holds about the company is accurate.
Directors should review information such as:
Some information can be updated through the confirmation statement. Other changes must be reported separately before the statement is filed.
A confirmation statement should not be used as a reason to delay reporting a change that has an earlier legal deadline.
Yes. Dormant and non-trading companies must still file confirmation statements.
The requirement applies even where:
A confirmation statement and annual accounts are separate filings with different deadlines.
When a company begins doing business, it should add Corporation Tax services to its HMRC business tax account and provide the relevant information.
Commercial activity can include:
The company should deal with its Corporation Tax position promptly after becoming active. It should not wait until its first accounts are almost due.
HMRC will normally require information such as:
The company should keep accounting records from its first transaction.
For most small companies, Corporation Tax is normally due nine months and one day after the end of the relevant Corporation Tax accounting period.
This payment deadline is earlier than the Company Tax Return deadline.
A director should not assume that the tax is due when the return is filed. Waiting until the 12-month return deadline can make the Corporation Tax payment approximately three months late.
Large or very large companies may have to pay Corporation Tax in instalments under different rules.
A Company Tax Return is normally due within 12 months after the end of the Corporation Tax accounting period it covers.
The return usually consists of:
The company may need to file a return even if it:
A company that HMRC accepts as dormant may not need to file a Company Tax Return for a dormant period unless HMRC requests one.
A Corporation Tax accounting period cannot normally exceed 12 months.
A new company’s first Companies House accounts often cover more than 12 months because they run from incorporation to the first accounting reference date.
If the company is active throughout a period longer than 12 months, that period may need to be divided between two Company Tax Returns.
For example, the company might have:
Each return can have its own:
This is one of the most commonly misunderstood first-year company filing issues.
The first Companies House accounts still normally begin on the incorporation date.
The Corporation Tax accounting period, however, will usually begin when the company starts business activity. The earlier dormant period may not form part of the active Corporation Tax period.
For example, a company could:
The correct dates should be confirmed through the company’s HMRC business tax account and accounting records.
VAT deadlines apply once the company is registered for VAT.
Most VAT-registered companies submit returns quarterly, although HMRC can assign monthly, annual or other periods.
A VAT Return and any payment are generally due one calendar month and seven days after the end of the VAT period. The exact deadline appears in the company’s VAT account.
For example, if an ordinary VAT period ends on 30 June, the return and electronic payment will commonly be due on 7 August.
Different deadlines can apply where the company:
The company must normally submit a VAT Return for every assigned period, even where it has no VAT to pay or reclaim.
HMRC will confirm:
The first return may cover a longer or shorter period than a standard quarter.
The company should not assume its first return will be due exactly three months after registration. It should check the dates in its VAT account.
VAT-registered companies must generally keep digital records and submit VAT Returns using compatible software.
A company operating payroll must normally send a Full Payment Submission to HMRC on or before each employee’s payday.
The company must also pay the PAYE and National Insurance due to HMRC. For employers paying monthly, electronic payment is normally due by the 22nd of the following tax month. Payment by post is normally due earlier.
Eligible smaller employers may arrange to pay HMRC quarterly, but their payroll reports must still be sent on or before every payday.
If no employees are paid during a tax month, an Employer Payment Summary or other notification may be required.
The UK tax year ends on 5 April.
A company operating payroll may need to:
The exact obligations depend on the company’s benefits, payroll arrangements and employees.
Payroll duties apply even if the company’s financial year ends on a completely different date.
Workplace pension duties generally begin when the company’s first member of staff starts work. This is called the duties start date.
The company must assess staff and complete the required pension steps.
It will normally need to:
The declaration may still be required even if no employee needed to be automatically enrolled.
A company with only one director and no employment contract may be treated differently, but the position should be checked if another worker or director joins.
A new company may need to make filings before its first confirmation statement or annual accounts.
Changes that can trigger separate filing obligations include:
The deadline depends on the event. Some changes must generally be notified within 14 days, while an allotment of shares normally has a one-month filing period.
The company should report changes when they occur rather than waiting for the confirmation statement.
An ordinary transfer of existing shares does not normally have a standalone Companies House transfer form.
The company should update its own register of members when the transfer becomes effective. The new shareholder information is normally reported through the next confirmation statement.
However, the company may also need to deal with:
A related PSC change can have an earlier reporting deadline and should not be delayed until the confirmation statement.
When a company allots new shares after incorporation, it will normally need to file a return of allotment with Companies House within one month.
The company should also:
Issuing a share certificate does not replace the return of allotment.
Companies House must generally be told within 14 days when:
The correct company records and board or shareholder decisions should also be maintained.
Do not wait for the annual confirmation statement to report these changes.
A company can change its accounting reference date, subject to legal restrictions.
Changing the year-end can affect:
Shortening the financial year will usually bring the filing deadline forward. Extending it may divide the Corporation Tax period into two returns.
Directors should calculate all resulting deadlines before filing the change.
Possibly. A director may need to file a personal Self Assessment return where required by their individual tax circumstances.
This can be relevant where the director receives:
The individual’s Self Assessment deadline is separate from the company’s Corporation Tax and Companies House deadlines.
Being a director does not, by itself, always mean that a Self Assessment return is required. The individual should check their personal circumstances.
Consider a private company that is incorporated during March and begins trading in April.
Its first-year timetable may include:
The precise dates should be taken from the Companies House register and HMRC business tax account.
Companies House normally imposes an automatic financial penalty when accounts are filed late.
Consequences can include:
The penalty applies even where:
If an unexpected event makes timely filing impossible, the company may be able to apply for an extension before the deadline. Approval is not automatic.
HMRC can impose penalties for a late Company Tax Return.
Additional consequences can include:
Paying the Corporation Tax does not remove the obligation to file the return. Filing the return does not remove the obligation to pay the tax.
Failure to file a confirmation statement is a compliance breach and can lead to:
If the company is still active, directors should file the outstanding statement promptly and correct any inaccurate information.
A new company should maintain a compliance calendar containing:
Practical controls include:
Directors should independently confirm that a submitted filing has been accepted. Sending information to an accountant does not prove that Companies House or HMRC received it.
After incorporation:
New companies should avoid:
No. A private company’s first annual accounts are normally due 21 months after incorporation. The accounts themselves will usually cover the period from incorporation to the first accounting reference date.
No. The confirmation statement has its own review period and deadline. It is normally required earlier than the first annual accounts.
It must generally be filed within 14 days after the first 12-month review period ends. The exact due date appears on the Companies House register.
Not necessarily. Corporation Tax has a separate payment deadline, normally nine months and one day after the relevant tax accounting period ends.
No. The tax payment is normally due nine months and one day after the period ends, while the return is normally due 12 months after the period ends.
The first annual accounts may cover more than 12 months, but a Corporation Tax accounting period cannot normally exceed 12 months.
Yes. A dormant company must normally file accounts and a confirmation statement with Companies House.
Yes, if HMRC assigned a VAT period and the company remains registered. A nil return may still be required.
The company’s directors remain legally responsible for ensuring that statutory filings are completed on time.
An extension may be available in exceptional circumstances, but the company should apply before the filing deadline. It should not assume the application will be approved.
It may be possible to prepare some filings together, but each obligation retains its own legal deadline and submission process.
Companies House displays accounts and confirmation statement dates on the public company record. Corporation Tax, VAT and PAYE dates can be checked through the company’s HMRC accounts and official correspondence.
A new private limited company’s first annual accounts are normally due 21 months after incorporation. Its first confirmation statement must generally be filed within 14 days after the first 12-month review period ends.
Corporation Tax is normally payable nine months and one day after the relevant accounting period ends, while the Company Tax Return is due 12 months after that period. Because first accounts often cover more than 12 months, the company may need two Corporation Tax returns and two payment deadlines.
VAT, payroll, pension and company-change filings may be due much earlier. Directors should record every deadline immediately after incorporation, update the calendar whenever the company’s circumstances change and verify that each submission has been accepted.