What happens if I file my Annual Return late?

Firstly, do not confuse your annual accounts with your annual return. The annual return is a snapshot of general information about a company’s directors, secretaries, registered office address, shareholders and share capital.

Every company must deliver an annual return to Companies House at least once every 12 months. The deadline is 28 days after the anniversary of incorporation of the company or the anniversary of the made-up date of the last annual return.

Helpful tip: If you don’t know the date, you can look at the Companies House Web-Check service, simply enter the company name or the registered number and the summary screen will show you when it is due.

So what happens if I file my annual return late?

Companies House will remind you that it is a criminal offence not to deliver the annual return on time and that the company and its directors could be prosecuted. This could mean the directors have a criminal record and also a £5,000 fine for each document not filed on time.

Companies House will not impose a penalty (unlike the late filing of accounts). Companies House will send increasingly threatening letters warning of removing the company from the register.

Ultimately the company will be removed from the register and if you want to keep the company you will have to pay a fee to have it restored.

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That was pretty much it, however recently we have seen Companies House take the threats further with more real threats of prosecution.

A client who had forgotten to file his annual return received an email from Companies House reminding him that it was overdue and he could face prosecution, they also intended to remove the company from the register. He replied, apologising and advising that he wanted to keep the company.

Companies House responded stating was that it was now being referred to the legal team as they intended to prosecute.

We intervened and the matter was resolved without prosecution, penalties or fines.

But the lesson here is that:

  1. Think twice before forming a company. Discuss your business plan with your accountant. Is a company really the best way to trade?
  2. Don’t ignore the Companies House letters, bring the annual return up to date. Customers and suppliers will check you out and if your documents aren’t up to date it doesn’t give a good impression.
  3. If you don’t want your company, the striking off fee is only £10. So deal with it properly.

If you want any advice regarding your company statutory filing or with anything else please feel free to contact us here.