How to prepare and file your UK startup’s confirmation statement

What the confirmation statement actually is

The confirmation statement is a yearly filing that every UK company must send to Companies House. It is not a set of accounts and it does not report your financial position. Instead, it tells Companies House that the information it holds about your company is accurate and up to date.

For early-stage startups, this filing matters for two reasons. First, failing to file on time is a criminal offence and can lead to the company being struck off the register. Second, getting the details wrong can cause practical headaches later, for example during fundraising due diligence, opening a business bank account, or completing know-your-customer checks with a supplier.

The confirmation statement replaced the old annual return in June 2016. The key difference is that you only confirm or update what has changed, rather than re-entering everything from scratch each year.

When it is due

Your first confirmation statement is due 12 months after the date your company was incorporated. Each subsequent statement is due 12 months after the date you filed the last one, not necessarily the anniversary of incorporation.

You can file up to 14 days after the due date without penalty, but it is safer to treat the due date as a hard deadline. Set a recurring calendar reminder and, if your registered office address is not somewhere you check post daily, enable email reminders from Companies House.

If you miss the deadline, Companies House will eventually send a notice and could start the process of striking off your company. Late filing cannot be fixed by paying a penalty fee; you simply have to file as soon as possible and deal with any consequences, which can include a criminal record for the directors.

What information you are confirming

When you file, you are checking and, where necessary, updating the following snapshot of your company:

• Registered office address
• Directors’ details (names, service address, nationality, date of birth)
• Company secretary details (if you have one)
• The standard industrial classification (SIC) code that describes what the business does
• The statement of capital (total number of shares, their aggregate nominal value, and, for each share class, the prescribed particulars attached)
• The people with significant control (PSC) register information
• Where the company’s statutory registers are kept, if not at the registered office

For most startups, the most likely changes between filings are a new director, a new PSC because of a funding round, or a change to the registered office. But even if nothing has changed, you still have to file the confirmation statement certifying that.

SIC codes: picking the right one

The SIC code is a number that categorises your startup’s main business activity. You can list up to four codes. Choose the one that best describes your primary revenue-generating activity as your first code.

You can change SIC codes with a confirmation statement. This is worth doing if your startup has pivoted since the last filing. A mismatch between your stated SIC code and your actual business can occasionally cause friction with banks, insurers, or institutional investors who run automated checks against Companies House data.

Search the condensed SIC code list on the Companies House website if you need to find a new code. It is better to pick one slightly broad code that fits than to spend hours hunting for a perfect match.

People with significant control (PSC)

PSC rules require you to identify individuals who meet one or more conditions for control over your company, such as holding more than 25% of shares or voting rights. The confirmation statement asks you to confirm that your PSC register is up to date and to report any changes.

If you have recently completed a funding round, check whether any new investor has crossed the 25% threshold individually, or whether a group of investors acting together might need to be assessed. If you are unsure, speak to your accountant or solicitor before filing.

Common startup pitfalls here include forgetting to list a founder who holds shares through a nominee or failing to remove a former director who no longer meets the threshold. An incorrect PSC filing can trigger a query from Companies House and, in extreme cases, can amount to a criminal offence.

The statement of capital

The statement of capital is a snapshot of your share capital on the date you make the statement. For a simple startup with one class of ordinary shares, this means reporting:

• The total number of shares in issue
• The aggregate nominal value of those shares (usually number of shares × nominal value per share, often £0.01 or £1)
• The amount paid up on each share (if any amount remains unpaid)
• The rights attached to each share class (for ordinary shares this will typically be voting rights and dividend rights on a pro rata basis)

If you have created a new share class during the year, for example alphabet shares or non-voting shares for investors, you must report each class separately. The rights need to be summarised accurately, even if the full detail sits in the articles of association. A discrepancy here can cause delay when investors’ lawyers review your Companies House filings during due diligence.

Take extra care if you have issued shares since the last confirmation statement. The statement of capital must reflect all allotments up to the filing date.

How to file

Most startups file online through the Companies House WebFiling service, using the company number and authentication code. The fee is £34 for online filing (as of 2025). Paper filing costs £62 and is slower, with almost no reason to choose it.

If you use company secretarial software or an accountant, they may file on your behalf. Check that they will do it in good time. You remain legally responsible as a director.

The online form walks you through a series of checkboxes and data-entry screens. The flow includes:

• Confirming your SIC code or selecting a new one
• Reviewing and updating registered office, director, and secretary details
• Completing the statement of capital section
• Reviewing PSC entries
• Submitting and paying

Once filed, Companies House usually processes the statement within 24 hours. You will receive an email confirmation and can download a filed copy from the WebFiling dashboard.

A practical filing checklist for startup founders

Before you log in to file, walk through this checklist:

• Has the registered office address changed? If so, file a separate change of registered office (form AD01) in advance, because you cannot change it within the confirmation statement itself.
• Are director details current? Have any directors resigned or been appointed? Have service addresses changed?
• Is the PSC register up to date? Check board minutes for any share transfers or new investment.
• Have you issued shares since the last filing? Reconcile the statement of capital against your cap table. Share numbers and aggregate nominal value must match reality.
• Does the SIC code still fit? If not, select a more accurate code.
• Is your authentication code to hand? If lost, you can request a reminder through Companies House, but it arrives by post to the registered office, which can take days.

Set aside 20 minutes to file once you have the information ready. It is not complicated, but getting a detail wrong because you rushed it can create paperwork later.

Keeping proof and next steps

Download and save the filed PDF confirmation statement. Keep it with your statutory records. Investors, acquirers, and even some grant bodies will ask for it as part of standard compliance checks.

After filing, diarise the next due date immediately. If you filed a few weeks early this year, the next deadline moves forward 12 months from the actual filing date. If you filed late, the clock resets from your late filing date, which may shift your annual rhythm permanently.

This is not legal advice. For specific questions about PSC assessments, complex share class definitions, or filing obligations after a corporate restructuring, speak to a solicitor.