A UK company’s first confirmation statement is normally due 12 months after its incorporation date. The company then has 14 days after the end of its review period to file the statement with Companies House.

Every registered company must file a confirmation statement at least once every 12 months—even if it is dormant, has never traded or none of its details have changed.

What Is a Confirmation Statement?

A confirmation statement is a filing that confirms the information Companies House holds about a company is accurate and up to date.

It was previously known as the annual return. It is not the same as:

  • Annual accounts
  • A Company Tax Return
  • A VAT return
  • A Corporation Tax payment
  • A confirmation that the company has traded

The confirmation statement relates primarily to the company’s official information on the Companies House register.

How Is the First Confirmation Statement Deadline Calculated?

The company’s first review period begins on its incorporation date and normally lasts for 12 months.

The company then has 14 days after the review period ends to submit its first confirmation statement.

Example

A private company is incorporated on 10 April 2026.

Its first review period would normally end on 9 April 2027. The company would then have until 23 April 2027 to file its first confirmation statement.

Companies House displays each company’s confirmation statement date and filing deadline on the public register. Directors should check the company’s official record rather than relying entirely on a manually calculated date.

The official filing timetable is explained in the Companies House confirmation statement guidance.

Is the First Confirmation Statement Due Exactly One Year After Incorporation?

The company’s review period normally ends around the first anniversary of incorporation, but the filing deadline includes an additional 14-day period.

This means the statement does not usually have to be delivered on the incorporation anniversary itself. It must be filed within the 14 days following the end of the review period.

The distinction between the following dates is important:

  • Incorporation date: The date the company was legally formed.
  • Confirmation statement date: The date up to which the company confirms its information.
  • Filing deadline: The final date by which Companies House must receive the statement.

Must a Company File If Nothing Has Changed?

Yes.

The purpose of the confirmation statement is to confirm that the registered information has been checked. It must be filed even when all the details remain unchanged.

The company cannot skip its filing because:

  • It has not traded.
  • It has no business bank account.
  • It has no employees.
  • It made no profit.
  • It has no tax to pay.
  • Its directors and shareholders have not changed.
  • It has already filed annual accounts.

Accounts and confirmation statements are separate statutory filings with separate deadlines.

Do Dormant Companies File Confirmation Statements?

Yes. Every dormant company must continue filing confirmation statements while it remains registered at Companies House.

Dormancy does not suspend the company’s legal existence or its Companies House responsibilities.

A dormant company will normally still need to:

  • File dormant company accounts
  • Submit a confirmation statement
  • Maintain an appropriate registered office
  • Maintain a registered email address
  • Keep director and shareholder details updated
  • Maintain information about people with significant control

A company can remain dormant for an extended period, but its annual filings must continue until it is dissolved.

What Information Must Be Checked?

Before filing the first confirmation statement, the company should review its Companies House record carefully.

The review should normally cover:

  • Registered company name
  • Registered office address
  • Registered email address
  • Directors
  • Company secretary, if one has been appointed
  • People with significant control
  • Standard Industrial Classification codes
  • Shareholders
  • Share classes
  • Number of issued shares
  • Nominal value of shares
  • Rights attached to each share class
  • Total share capital

The company must also confirm that its intended future activities will be lawful.

Can Every Detail Be Changed Through the Confirmation Statement?

No. Some information can be updated in the confirmation statement, but certain changes must be reported separately.

The confirmation statement can normally be used to update information such as:

  • SIC codes
  • Shareholder details
  • Statement of capital
  • Trading status of shares
  • Certain PSC exemptions

However, changes involving directors, the registered office or people with significant control generally have their own filing procedures and deadlines.

Directors should not wait for the annual confirmation statement to report changes that must be notified immediately or within a prescribed period.

What Is the Confirmation Statement Date?

The confirmation statement date is the date up to which the company confirms that its details have been checked.

For the first statement, it is normally the final day of the company’s first 12-month review period.

The company may file early and choose an earlier confirmation statement date. If it does, the current review period ends on that chosen date, and the next review period begins the following day.

Filing early can therefore change when the next confirmation statement will be due.

Can the First Confirmation Statement Be Filed Early?

Yes. A company does not need to wait until the end of its first review period.

A company may file early if it wants to:

  • Confirm its registered information sooner
  • Update its shareholder details
  • Update its SIC codes
  • Coordinate the deadline with other company filings
  • Establish a more convenient annual compliance date

However, filing early shortens the current review period. The next 12-month review period begins the day after the new confirmation statement date.

Directors should record the revised deadline to avoid assuming that the original incorporation anniversary still applies.

Can a Company File More Than One Confirmation Statement a Year?

Yes.

The requirement is to file at least one confirmation statement every 12 months. A company can file additional statements when necessary.

An additional statement might be appropriate after:

  • Issuing new shares
  • Transferring shares
  • Creating a new share class
  • Changing a SIC code
  • Updating shareholder information
  • Reorganising the ownership structure

However, filing a confirmation statement does not replace any separate forms or resolutions required for the underlying transaction.

Who Is Responsible for Filing It?

The company’s directors are legally responsible for ensuring the confirmation statement is filed correctly and on time.

The practical filing may be completed by:

  • A director
  • The company secretary
  • An accountant
  • A solicitor
  • A company formation agent
  • Another authorised presenter

Using an adviser or filing service does not remove the directors’ responsibility to check that the statement has been submitted and accepted.

How Is a Confirmation Statement Filed?

Most companies file online through Companies House.

The person filing will generally need:

  • The company registration number
  • The company authentication code
  • Access to the relevant Companies House service
  • The current company details
  • Any required identity verification information
  • The applicable filing fee

A paper form can also be used, although online filing is normally faster.

The company should check that the submission has been accepted. Preparing the statement or sending information to an accountant does not itself satisfy the filing requirement.

Is Identity Verification Required?

Companies House has introduced identity verification requirements as part of changes to UK company law.

Before filing, directors may need to verify their identities and obtain personal codes. Where the company has more than one director, information may be required for each director.

Identity verification is normally completed once, but the personal code may then need to be used for relevant Companies House filings.

Because the requirements have been introduced in stages, directors should check the instructions displayed by Companies House when preparing the statement.

What Is a Companies House Authentication Code?

The authentication code is a confidential code used to file information online for the company. It performs a similar function to an electronic company signature.

The code is normally sent to the company’s registered office after incorporation.

It should:

  • Be stored securely
  • Be shared only with authorised people
  • Not be displayed publicly
  • Be updated if an unauthorised person obtains it

The authentication code is different from a director’s identity verification personal code.

A company that has lost its authentication code should request a replacement before the filing deadline.

What Happens If the Confirmation Statement Is Late?

Failure to file can have serious consequences.

Companies House states that a company may be fined and could ultimately be removed from the register if its confirmation statement is not filed.

Possible consequences include:

  • A warning appearing on the public company record
  • Companies House compliance action
  • Prosecution of the company or its officers
  • A fine
  • Compulsory strike-off proceedings
  • Difficulty passing bank or supplier compliance checks
  • Problems obtaining credit or finance
  • Damage to the company’s credibility

If the company is dissolved, its bank account may be frozen and its remaining assets can pass to the Crown.

A late confirmation statement should therefore be submitted as soon as possible.

Is There an Automatic Late-Filing Penalty?

Late confirmation statements are treated differently from late annual accounts.

Companies House automatically imposes civil financial penalties when accounts are filed late. A confirmation statement does not necessarily produce the same immediate, automatic penalty.

However, failure to file is still an offence. Companies House can take enforcement action, impose a fine following legal proceedings and begin steps to remove the company from the register.

Directors should not interpret the absence of an immediate automatic penalty as an extension of the deadline.

Does Filing Annual Accounts Replace the Confirmation Statement?

No.

Annual accounts report the company’s financial position and performance. The confirmation statement verifies the company’s registered information.

A company may therefore have several separate deadlines, including:

  • Confirmation statement filing
  • Annual accounts filing
  • Corporation Tax payment
  • Company Tax Return submission
  • VAT returns, if VAT-registered
  • PAYE reporting, if it employs staff

Completing one obligation does not satisfy the others.

What If the Company Has Stopped Trading?

A company that stops trading must continue filing confirmation statements unless it is formally dissolved or placed into another closing procedure.

Simply leaving the company inactive does not remove the filing requirement.

The directors normally need to choose whether to:

  • Keep the company dormant
  • Restart trading later
  • Apply for voluntary strike-off
  • Use a formal liquidation procedure

Until the company is removed from the register, its confirmation statements and other required filings must continue.

Common Confirmation Statement Mistakes

Directors should avoid:

  • Confusing the deadline with the annual accounts deadline
  • Assuming dormant companies do not need to file
  • Waiting for a reminder before checking the due date
  • Failing to review shareholder information
  • Using an outdated SIC code
  • Forgetting to update the statement of capital
  • Waiting until the confirmation statement to report a director or PSC change
  • Losing the company authentication code
  • Filing early without recording the new review period
  • Assuming an adviser has filed without checking acceptance
  • Providing inaccurate or incomplete information

First Confirmation Statement Checklist

Before the deadline, the company should:

  1. Check its confirmation statement date on the Companies House register.
  2. Confirm the filing deadline.
  3. Obtain its authentication code.
  4. Complete any required identity verification.
  5. Review its registered office and email address.
  6. Check all director and PSC information.
  7. Review shareholders and share capital.
  8. Confirm the correct SIC codes.
  9. File any separate overdue changes.
  10. Submit the confirmation statement.
  11. Confirm that Companies House has accepted it.
  12. Save the filing confirmation with the company records.

Frequently Asked Questions

Is the first confirmation statement due 12 or 14 months after incorporation?

The first review period normally lasts 12 months. The company then has another 14 days to file—not an additional two months.

Will Companies House send a reminder?

Companies can sign up for up for email reminders, but the directors remain responsible for meeting the deadline whether or not a reminder arrives.

Can the deadline be extended?

There is no routine extension process for a confirmation statement. The company should file within the 14-day filing period.

Does a one-person company need to file?

Yes. A company with one person acting as both director and shareholder has the same confirmation statement obligation.

Does a non-trading company need to file?

Yes. Non-trading and dormant companies must file while they remain on the Companies House register.

Can an overseas director file online?

Yes, provided the director or authorised presenter can access the filing service and satisfy the applicable authentication and identity verification requirements.

Is a confirmation statement a tax return?

No. It is a Companies House filing and does not calculate or report Corporation Tax, VAT or personal tax.

Final Answer

A UK company’s first confirmation statement is normally required 12 months after incorporation, followed by a 14-day filing window.

For example, a company incorporated on 10 April would normally have a first review period ending on 9 April the following year and a filing deadline of 23 April.

The statement must be filed even if the company is dormant, has never traded or has no changes to report. Directors should check the exact date on the Companies House register, review all company information and submit the statement before the displayed deadline.

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