Confirmation statement overdue: what the Companies House letter means and how to file it today

If Companies House has written to say your confirmation statement is overdue, the fix is to file it online today: sign in to the Companies House filing service with the company's authentication code, check the details held on the register, give each director's Companies House personal code, and pay the £50 fee. There is no fixed late fee for a confirmation statement, but the company and its officers can be fined up to £5,000, Companies House can issue a financial penalty, and a statement that stays unfiled is one of the main reasons a company is struck off the register. This guide explains what the letter means, why it was sent, and how to put it right in one sitting.

What the letter says

The letter is addressed to the company at its registered office. It gives the company name and number, says the confirmation statement due on a stated date has not been delivered, and reminds the directors that failing to file is an offence. Later letters in the sequence warn that the registrar may strike the company off the register if the statement is not filed.

Most directors are surprised that this is the first letter they have seen. Companies House stopped sending paper reminders in November 2020. Reminders now arrive by email, and only for companies that someone has signed up to the email reminder service. If nobody did that, or the reminders went to a former accountant, the overdue notice is the first contact.

Why it was sent

Every company must file a confirmation statement at least once every 12 months. That includes dormant companies and companies where nothing has changed. The statement confirms that the information Companies House holds about the company is correct, and it also carries the company's statement that its intended future activities are lawful.

The timing works like this. Your review period ends 12 months after the company was incorporated or, for later statements, 12 months after the date of your last confirmation statement. You then have 14 days to file. If nothing arrives in that window, the statement is overdue from the next day and the public record shows it.

The usual causes are mundane: a lost authentication code, a director who thought the accounts and the confirmation statement were one filing, reminders going to an inbox nobody reads, or a registered office nobody checks.

What happens if you ignore it

Three things can follow, and they can run at the same time.

• A fine. GOV.UK says you can be fined up to £5,000 if you do not file your confirmation statement.
• A financial penalty. Since 2 May 2024 Companies House can impose financial penalties itself for conduct that would be an offence, and failing to file a confirmation statement is the example its own guidance uses. It starts with a warning notice giving at least 28 days to put things right. File within that period and no penalty follows. Ignore it and fixed penalties run from £250 for a first minor offence to £2,000 for repeated serious ones, counted over five years.
• Strike-off. A missing confirmation statement is one of the signs the registrar uses to decide a company is not carrying on business. Companies House writes to the registered office. If nobody replies and nothing is filed, it publishes a notice in the Gazette and can strike the company off not less than two months later. Once dissolved, the bank account is frozen and any money in it, along with any other assets, passes to the Crown.

The overdue marker on the public record also costs you quietly, because lenders and suppliers see it.

Four checks before you file

1. Every director has verified their identity. Companies House will not accept a confirmation statement until all directors have verified, and the form asks for each director's Companies House personal code. If a director still needs to verify, GOV.UK One Login is the free route. An Authorised Corporate Service Provider (ACSP) is the route when One Login cannot be used. Vaulex Group is an ACSP and verifies directors and PSCs from a passport and proof of address.
2. The company has a registered email address. If it has not given one yet, the confirmation statement will ask for it. Companies House uses it to contact the company and it is not published.
3. Any changes have been reported separately. Changes to directors, the company secretary, people with significant control, the registered office and the registered email address must be filed on their own forms before the confirmation statement. The statement confirms the register; it does not update those details.
4. You have the authentication code. It is a six-character code that acts as the company's signature online. If it is lost, request a new one through the Companies House filing service. It is posted to the registered office and can take up to 10 working days, so do that first, not last.

How to file it today

1. Sign in to the Companies House filing service with the company number and authentication code.
2. Open the confirmation statement. Check the registered office, directors, PSCs, SIC code, shareholders and statement of capital against what is true today. Correct anything that is only a confirmation-statement field (SIC code, shareholder details, statement of capital) within the statement itself.
3. Enter each director's personal code and tick the statement that each director has verified.
4. Confirm the registered email address and the lawful purpose statement.
5. Pay £50 by card. Filing a paper form CS01 costs £110 and is slower, so only use it if you have no other option.
6. Save the acknowledgement email and check the filing history the next working day. The overdue marker clears once the statement is accepted.

The fee is charged once per 12-month payment period. If you file a second statement in the same period because details changed, there is no second fee.

If the company has already been struck off, filing does not bring it back. A former director or member can apply for administrative restoration within six years, which means bringing every filing up to date and paying any outstanding penalties. In that case the overdue statement goes in on a paper form CS01 using the confirmation date that was due before the strike-off.

Stop the next one being missed

Two habits remove this letter for good. Sign up for Companies House email reminders, which allow up to four addresses per company including an agent, so your accountant gets one too. And put the registered office somewhere every letter is opened the day it arrives.

That second point is why companies move their registered office to Vaulex Group. Every letter that reaches Vaulex House is scanned into the Mailroom the same working day and sorted into folders, with Companies House and HMRC mail kept apart from everything else. Your accountant can be given gated access to just those folders, so an overdue notice is seen by two people the day it lands, not found months later in a pile at a flat you no longer rent.

This guide is general information about Companies House filing rules, not legal or tax advice. If the company is in a dispute or an insolvency process, take professional advice before filing.

Start when you are ready

Move your registered office to Vaulex House through the Switch at https://vaulex.co.uk/switch/, and every Companies House letter from then on is scanned the day it arrives. If you are not sure whether your directors still need to verify before the statement can be filed, run the free checker at https://guides.vaulex.co.uk/am-i-affected ("Check my company"). It takes a company number and tells you where each director and PSC stands.