All registered businesses – private and public limited companies, and limited liability partnerships – must send various forms and documents to Companies House. The safest, cheapest and most effective way to deliver these is to do so electronically using software or online WebFiling. Forms and documents can also be submitted by post and by hand.
This guide explains the different ways of delivering documents to Companies House, including submitting documents in Welsh. It also covers the Registrar’s Rules and powers and how to report fraud to Companies House.
Table of Contents
What happens to paper documents sent to Companies House?
Forms and other paper documents sent to Companies House are scanned to produce an electronic file, which is then used as the working document – the original paper document is stored. The data in documents filed electronically is used to create an electronic image. The electronic file image is what people see if they search your company records online, so it is important that the original is legible and produces a clear copy. For more information about paper filing, see the page in this guide on submitting paper documents to Companies House.
Submitting documents to Companies House using WebFiling
Many Companies House forms can be downloaded and completed online – you can find out more in our guide on Companies House forms and detailed guidance. The Companies House WebFiling service includes full guidance on how to file electronically.
WebFiling is a safer and a more reliable way to file company information online. As well as saving money on your annual return, WebFiling allows you to file most company information free of charge. The service can also be used seven days a week, 24 hours a day. You can find out more in our guide on how to use WebFiling to file company information online.
You can also get protection against fraudulent filings by using Companies House PROtected Online Filing service (PROOF). For more information, see the page in this guide on other powers of the Registrar of Companies.
Documents sent electronically to Companies House must comply with the specifications set out by the registrar in the rules on electronic filing. You can download information on the Registrar’s Rules and powers from the Companies House website (PDF, 315K)- Opens in a new window.
You can also find the Registrar’s Rules on the Companies House website.
Submitting documents to Companies House using Software Filing or the web incorporation service
Software Filing is a Companies House service that allows companies to develop software packages to submit a range of company and limited liability partnership forms and documents electronically to Companies House. The Software Filing service is open to everyone, but will be of most benefit to those who file on a daily or weekly basis. The more documents you file, the more appropriate Software Filing is likely to be, and the greater the potential efficiency gains from its use.
To be able to use the Software Filing service, you must either purchase suitable software or develop your own software. However, if you are a small business, you will probably find it more cost effective to employ a software filer to file documents on your behalf.
Find out about the Software Filing service including access to a list of software suppliers and formation agents on the Companies House website- Opens in a new window. Documents sent electronically to Companies House must comply with the specifications set out by the registrar in the rules on electronic filing. You can find the Registrar’s Rules on the Companies House website- Opens in a new window.
Web incorporation service
You can incorporate a company yourself online – use the web incorporation service with Companies House. The service currently can only be used to incorporate a private company limited by shares, with model articles in their entirety and a proposed non-sensitive name.
Submitting paper documents to Companies House
Electronic filing is a faster, more secure and cheaper way to send documents to Companies House. However, if you prefer to send paper forms and documents by post, most of the forms and documents you need can be downloaded from the Companies House website. You can find out about downloading forms in our guide on Companies House forms and detailed guidance.
When sending forms to Companies House, you should:
- use black ink or black type
- use bold lettering
- not send a carbon copy
- not use a dot matrix printer
- avoid photocopies – they can result in a grey shade that will not scan well
For other documents, follow the guidelines for forms, and also:
- use white A4 paper with a good margin
- supply documents in portrait format
All paper documents you send to Companies House should give, in a prominent position on the first page, the registered name and number of the company.
You can find the Registrar’s Rules on the Companies House website- Opens in a new window.
Delivery and receipt of documents
A document is not delivered until the Registrar of Companies receives it. Generally, a document is treated as received when it has been successfully delivered – either by hand, courier, post or DX (or LP in Scotland) – to Companies House. The Registrar of Companies has set out in rules when documents are legally considered to have been delivered to each of their offices, as this will vary across Companies House offices, due to individual office opening hours and building arrangements, as well as differing levels of postal, DX mail and LP services.
To ensure you gain the earliest possible receipt date, Companies House will accept documents at any of their offices, regardless of where the company or LLP is registered. You can find the Registrar’s Rules on the Companies House website- Opens in a new window.
If you want a receipt, you should enclose a copy of your covering letter with a return envelope that is pre-paid and addressed. The copy will be barcoded with a receipt date and returned to you. You should send your documents to the appropriate office.
- Companies House, Crown Way, Cardiff, CF14 3UZ
DX 33050
Cardiff - Companies House, Fourth floor, Edinburgh Quay 2, 139 Fountainbridge, Edinburgh, EH3 9FF
DX ED235
Edinburgh 1
LP 4 – Edinburgh 2 - Companies House, Second Floor, The Linenhall, 32-38 Linenhall Street, Belfast, BT2 8BG
DX 481NR
Belfast 1 - Companies House, 4 Abbey Orchard Street, Westminster, London, SW1P 2HT
Submitting documents in Welsh
If your company or limited liability partnership (LLP) is situated in Wales – ie in addition to its registered office being located in Wales – you can submit certain forms and documents to Companies House in Welsh.
Traded companies – which trade their stock on the stock exchange – must deliver documents, accompanied by a certified translation into English.
Non-traded companies or LLPs – which have not traded their stock on the stock exchange – can deliver the following documents without a certified English translation:
- a company memorandum of association
- company articles
- a community interest company report
- a resolution or agreement
- a declaration of a community interest company
- annual accounts and reports
- revised accounts and reports, and any auditor’s report on revised accounts and reports
- a document required to be appended to group accounts
A director, secretary, LLP member, designated member, administrator, administrative receiver, receiver manager, receiver, liquidator, judicial factor or other authorised person can certify a document.
Certification must be on the English translation and authenticated by the person giving the certification. Both must be in black ink or typescript with the authentication at the end of the certification. Find a list of statutory documents which can be delivered in Welsh on the Companies House website (PDF, 172K)- Opens in a new window.
You can find the most commonly used statutory forms for companies and LLPs on the Companies House website- Opens in a new window or call the Companies House Contact Centre on Tel 0303 1234 500 to request forms.
Documents in Welsh should be delivered to Companies House in Cardiff in paper or electronic format in the same way as those in English. See the pages in this guide on:
- submitting documents to Companies House using WebFiling
- submitting documents to Companies House using Software Filing or the web incorporation service
- submitting paper documents to Companies House
Powers to amend the register
Sometimes, a company or limited liability partnership (LLP) may send the Registrar of Companies information that is not required. The registrar can deal with unnecessary material in different ways, depending on whether or not he notices it and whether he can easily separate it from the rest of the document.
If the Registrar of Companies notices the unnecessary material prior to registering the document, and it is easily removable – eg just an extra page – he will simply remove it and register the document. If he cannot remove the unnecessary material, the document will be not properly delivered and the registrar will normally reject it.
If the Registrar of Companies doesn’t notice the unnecessary material, then it will be registered – with the risk that someone may spot it after registration. If it is spotted after registration, the registrar may deal with it then. Download Registrar’s Rules and powers guidance from the Companies House website (PDF, 315K)- Opens in a new window.
Rectification of the register
The Registrar of Companies can rectify certain specified material on the register, but only if the material to be removed:
- is invalid or ineffective
- was filed without the authority of the company or LLP
- is factually inaccurate or forged
Rectification is not limited to removing false documents and allows the Registrar of Companies to remove certain documents (or information in them) which are factually inaccurate. For example, forms containing an error of fact, such as the wrong date of birth for a person.
To apply to rectify the register, you will need to complete forms RP02a or LL RP02a. If the rectification is in respect of a change of registered office or UK establishment address, you will need form RP02b or LL RP02b. You can find all forms for applying to the Registrar of Companies on the Companies House website- Opens in a new window. Rectification can also be made on application to the court. If the court declares any information to be invalid or ineffective, filed without the authority of the company or LLP, or was factually inaccurate or forged, the Registrar of Companies must remove it from the register.
Administrative removal of material from the register
The Registrar of Companies can administratively remove from the register unnecessary material or material that has been replaced – eg because it was not properly delivered or was replaced following of an inconsistency notice. However, the registrar cannot administratively remove material that he had to accept, or material whose registration has had legal consequences in relation to the company or LLP in regards to:
- its formation
- a change of name
- its re-registration – applies to companies only
- becoming or ceasing to be a Community Interest Company
- a reduction of capital – applies to companies only
- a change of registered office
- a registration of a charge
- its dissolution
Replacing a document on the Companies Register
The Registrar of Companies may accept a replacement for a document previously delivered only if it did not meet the requirements of proper delivery – eg it wasn’t signed – or if it contained unnecessary material.
Before the registrar can accept a replacement document he must be satisfied that the person delivering the replacement document is the same person who delivered the original document, or is the company or LLP to which the original relates. The replacement document must also comply with the requirements for proper delivery.
In order to file a replacement document, you must send it accompanied by either form RP01 or LL RP01. You can only file replacement documents on paper.
It is not possible to deliver a replacement document where the original document relates to charges – eg the particulars of a charge.
Inconsistent information
If the Registrar of Companies considers that information in a document delivered to him appears to be inconsistent with other information on the register, he must accept it under the law, but he can then take steps to resolve the inconsistency.
For example, the registrar may receive notice of the resignation of an officer of a company or LLP whose appointment was not notified to him. However, inconsistency for these purposes does not include the form being incomplete or not signed, or being in any other way not properly delivered.
The registrar can then write to the company or LLP asking them to resolve the inconsistency by filing replacement or additional documents to correct it. If they do not comply with this initial request, the registrar has the power to issue a formal notice of inconsistency. He may also annotate the register to show that there is an inconsistency.
Failure to comply with a notice can result in the company or LLP and every officer of it who is in default, being guilty of an offence and liable to a fine. You can download information on the Registrar of Companies’ rules and powers from the Companies House website (PDF, 196K)- Opens in a new window.
Annotation
The Registrar of Companies has powers under the Companies Act 2006 to annotate the register in order to help people understand the information on it more easily. The registrar must record the:
- date an original document was delivered
- nature and date of a correction if he has informally corrected a document
- date of the replacement of a document and the fact that it has been replaced
- date and under what power he removed any material, and a description of the material
The Registrar of Companies may also annotate the register if he considers information on it to be misleading or confusing. For example, if he receives an annual return that contains details of a director whose appointment has not been notified to Companies House, or where a statement of capital received from a company shows a different figure to that held by Companies House. The registrar may also remove an annotation if it no longer serves a useful purpose.
Other powers of the Registrar of Companies
The Registrar of Companies has the power to informally correct a document which is incomplete or is internally inconsistent before registering it. If you wish to allow this on your documents, you must first agree to being contacted and to giving the registrar whatever information he needs to correct a document.
Where the Registrar of Companies receives a document that is incomplete or internally inconsistent, in order to be able to informally correct it, he may ask a person authorised to correct it to give the appropriate instructions.
An incomplete document is most likely to have information missing from it that the registrar can insert once he has made enquiries of and received instructions from the person who delivered it. For example, where the prescribed details on a ‘Particulars of a mortgage or charge (MG01 or LL MG01)’ form do not agree with those on the deed itself. The Registrar of Companies cannot insert a missing signature.
An internally inconsistent document is where information contained within the document is inconsistent with other information in it. The Registrar of Companies may ask the person authorised to correct it to give the appropriate instructions. Once the registrar has corrected the document, he will treat it as having been delivered on the date when he made the correction.
Currently, informal correction can only be used in respect of the registration of charges. You can download Registrar’s Rules and powers information from the Companies House website (PDF, 196K)- Opens in a new window.
Voluntary Translations
A company or limited liability partnership (LLP) may deliver voluntary translations of certain forms and documents into languages other than English. The translation must either accompany the original form or document, or alternatively can be filed later in respect of a previously delivered document. To file a voluntary translation, it must be accompanied by form VT01 or LLVT01. You can only file voluntary translations on paper. You can download Registrar’s Rules and powers information from the Companies House website (PDF, 196K)- Opens in a new window.
Second Filing – correcting inaccuracies on the register
In certain circumstances customers may be able to submit another form (known as a ‘Second Filing’) in order to correct inaccuracies that had been submitted on a form that had been delivered previously to the registrar under the Companies Act 2006 on or after 1 October 2009. For example, where an incorrect date of birth had been previously provided in a ‘Notice of an appointment as a director’ (form AP01), then a Second Filing could be delivered to the registrar restating all of the information previously provided but with the correct date of birth.
The Second Filing would be placed on the register updating the register but the original form will remain there too. A ‘Second Filing’ of a form may only be filed if the original form had been properly delivered and registered, and inaccuracies appear in the registered material. For each Second Filing a RP04 will need to be submitted for company forms and a LL RP04 will need to be submitted LLP forms.
You can submit a ‘Second Filing’ for the following form types:
Companies:
- AP01, AP02, AP03, AP04 – Appointment of director, corporate director, secretary or corporate secretary
- CH01, CH02 ,CH03, CH04 – Change of director’s, corporate director’s, secretary’s or corporate secretary’s details
- TM01, TM02 – Termination of appointment of director or secretary
- SH01 – Return of allotment of shares
- AR01 – Annual Return
LLPs:
- LL AP01, LL AP02 – Appointment of member, Appointment of corporate member
- LL CH01, LL CH02 – Change of member’s details, Change of corporate member’s details
- L TM01 – Termination of appointment of member
- LL AR01 – Annual Return
Certification of documents
Where a document delivered to the Registrar of Companies that has to be certified as an accurate translation, or as a correct copy the registrar has made rules on who is able to certify documents. Where the obligation to deliver the document arose before 1 October 2009 the existing rules will still apply. If the obligation to deliver the document arose on or after 1 October the new rules will apply. You can download Registrar’s Rules and powers information from the Companies House website (PDF, 196K)- Opens in a new window.
Transliteration of names and addresses – permitted characters
A company’s, LLP’s, or individual’s names and address in documents must be delivered to the Registrar of Companies using only permitted characters and symbols. You can only use non-permitted characters for names and addresses in the following documents:
- a memorandum of association (companies only)
- a company’s articles (companies only)
- a court order
- an agreement affecting a company’s constitution
- a valuation report
- a document delivered in respect of a company or LLP included in accounts of a larger group
- a charge instrument or copy charge instrument delivered to the registrar (company charges)
- a certified copy of the constitution of an overseas company
- a copy of accounting documents of an overseas company
- a copy of the annual accounts of an overseas company or certain credit or financial institution
The Registrar of Companies also has the authority to agree delivery of certain documents by only electronic means, through PROtected Online Filing (PROOF).
This is where a company or LLP agrees with the Registrar of Companies to only file specified documents electronically. The registrar won’t then accept delivery of these documents in paper form other than in situations set out in the agreement.
The PROOF process aims to protect against company and LLP hijacks and false information being filed.
How long does the Registrar of Companies keep documents?
The registrar will keep original paper documents for companies and LLPs for a minimum of three years. He will keep an electronic image of most documents delivered to him for registration indefinitely.
After three years, the registrar can destroy the originals as long as the information they contain has been recorded. If the registrar receives a document electronically he does not have to keep the original as long as the information has been recorded.
Once a company or LLP has been dissolved for two years, the registrar may direct the records to be moved to the relevant Public Record Office (England and Wales), Public Record Office (Northern Ireland) or the National Archives (Scotland).
Reporting fraud to Companies House
If you suspect statutory documents have been fraudulently filed, you should report this to Companies House.
Companies House can help with issues of fraud where the following has occurred:
- the registered office address has been changed without company approval
- an individual has been appointed as an officer of the company without their knowledge or consent
- company names have been changed without permission
- unauthorised addresses have been used for a company’s registered office and/or as an address for a company officer
You should report any allegations of fraud relating to the filing of documents to the police and you should ensure that you provide Companies House with full details of the issue including your contact details.
You can email details to fraud@companieshouse.gov.uk. Companies House will aim to respond to you within five working days.
The Companies Investigation Branch (CIB)
If your complaint involves the conduct of a company or its officers you should contact the CIB. For example, if you are owed money by a company or believe that a company or officer of the company is acting in a fraudulent way.
You can contact the Company Investigations Enquiry Line on Tel 020 7596 6100, or find out about the CIB on The Insolvency Service website- Opens in a new window.
The CIB will usually take on any complaint that provides good reason for an investigation, and where there is the prospect of follow-up action resulting from it.
You can also find information and support for fraud matters on the Action Fraud website- Opens in a new window.
You can find identity theft prevention advice on the UK’s Fraud Prevention Service website- Opens in a new window and read information on identity on the Identify Theft website- Opens in a new window.
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Every effort has been made by the author(s) to ensure this article’s accuracy but it does not constitute legal advice tailored to your circumstances. If you act on it, you acknowledge that you do so at your own risk. We cannot assume responsibility and do not accept liability for any damage or loss which may arise as a result of your reliance upon it.
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