Practice 02

Keeping your company's public record accurate, current and defensible

We maintain the statutory filings, registers and governance rhythm that keep a UK company in good standing, so that its public record supports rather than undermines every bank, investor and counterparty review it faces.

Corporate documents and registers arranged for a compliance review

Executive summary

  • Confirmation statement preparation and filing
  • PSC register maintenance and PSC change notifications
  • Director and secretary appointment and resignation filings
  • Registered office and service address maintenance
  • Statutory registers (members, directors, PSC, charges)
  • Corporate governance calendar and board minute discipline
  • Companies House correspondence and query handling
  • Group structure record-keeping for multi-entity companies

A UK company's compliance record is not a background formality. It is a public statement, inspected by banks, investors, landlords and trading partners before any relationship is agreed. Our corporate compliance practice manages the recurring obligations that keep that statement accurate: confirmation statements, director and PSC changes, registered office maintenance and the statutory registers that sit behind the public filing. We work to an annual calendar built around each company's actual deadlines, distinguishing between what must be filed at Companies House and what must simply be kept and produced on request. Where ownership sits behind layered holding structures or trusts, we help directors work through PSC determination methodically, so filings reflect the true position rather than a convenient approximation. The result is a company whose record withstands scrutiny rather than inviting it.

The public register as a standing statement about the company

Every UK company files into a public register held by Companies House. That register is not a filing cabinet; it is read constantly, by banks assessing a company for account opening, by investors during diligence, by suppliers deciding whether to extend credit, and increasingly by automated screening tools that flag anomalies before a human ever looks at the file.

A record that is current, internally consistent and filed on time reads as a company that is properly run. A record with lapsed confirmation statements, a PSC entry that does not match other disclosures, or a registered office that bounces mail reads as a company that is not, regardless of how the business itself is actually performing.

We treat the public record as an asset to be maintained deliberately rather than a chore to be completed at the last permissible moment. That means anticipating filing windows, keeping supporting registers aligned with what is filed, and correcting drift before it accumulates into something a counterparty notices first.

This matters most at exactly the moments a company can least afford friction: a funding round, a banking application, a tender submission. Compliance work done steadily in the background is what makes those moments straightforward rather than fraught.

The annual compliance calendar

UK companies operate against a fixed set of recurring deadlines: a confirmation statement at least once every twelve months, annual accounts filed at Companies House within nine months of the accounting reference date, and a Corporation Tax return filed with HMRC within twelve months of the end of the accounting period, alongside any changes to directors, PSCs or registered office as they occur.

We build a calendar specific to each company's incorporation date, accounting reference date and prior filing history, rather than applying a generic template. Where a company has changed its accounting reference date or has group entities on staggered cycles, the calendar reflects that complexity rather than flattening it.

Reminders are set well ahead of statutory deadlines, not on them, so that any required board approval, document gathering or client sign-off has time to happen without a late filing risk. Late filing at Companies House carries automatic penalties for accounts and can trigger compliance action for other filings.

The calendar is a working document, reviewed and updated as the company's circumstances change, not a static list produced once at incorporation and forgotten.

What must be filed versus what must be kept

One of the most common points of confusion for directors, particularly those new to UK company law, is the distinction between information that must be actively filed at Companies House and information that must simply be maintained internally and produced if requested.

The confirmation statement, annual accounts, and any change of director, PSC or registered office are filed. The register of members, the register of directors' residential addresses, and certain resolutions and minutes are kept at the registered office or a single alternative inspection location, and are not routinely submitted anywhere, but must exist, be accurate and be available.

A company that files correctly but keeps no internal registers is not compliant, even though its public record looks clean. A company that maintains excellent internal registers but misses filing deadlines is equally exposed. Both halves are necessary and neither substitutes for the other.

We maintain both sides in parallel, so that what is publicly visible and what sits behind it are always consistent with one another and can be produced together without last-minute reconstruction.

PSC determination in layered and trust ownership

Identifying a company's people with significant control is straightforward when ownership is direct and personal. It becomes considerably harder when shares are held through intermediate holding companies, joint arrangements, or trust structures, where the question is not who holds shares but who ultimately exercises control.

The PSC regime looks through intermediate entities to the natural persons, or in some cases relevant legal entities, who meet the ownership, voting or control thresholds, or who otherwise have the right to exercise, or actually exercise, significant influence over the company.

Where a trust sits in the chain, we work through the statutory conditions for identifying trustees, settlors or beneficiaries who meet the PSC test, and document the reasoning behind that determination so it can be explained to a bank or investor later, not just asserted in the register.

Getting this wrong is not a paperwork inconvenience. An inaccurate PSC register is a red flag to any bank or diligence team conducting source of funds and beneficial ownership checks, and correcting it retrospectively invites exactly the scrutiny a company is trying to avoid.

We coordinate with the company's lawyers on the underlying legal interpretation of trust and shareholder documents where that interpretation affects the PSC conclusion, since that is a legal question rather than a filing question.

Governance rhythm for small boards

Smaller companies, particularly founder-led ones, often treat board process as unnecessary formality, reserved for larger organisations with independent directors. In practice, a light but consistent governance rhythm is what makes later scrutiny straightforward rather than an archaeological exercise.

That rhythm need not be elaborate. Board minutes recording key decisions, such as opening a bank account, approving a funding round, appointing a director or approving related-party arrangements, create a contemporaneous record that supports the company's filings and its position in any later review.

We help boards adopt a minute-taking and resolution discipline proportionate to their size, covering the decisions that matter without imposing corporate bureaucracy that a two-director company does not need. Articles of association are checked periodically to confirm that actual practice still matches what the constitution requires.

Where a board is genuinely a single founder-director, governance rhythm still matters, since even sole-director companies benefit from documented decisions when a bank or investor later asks how the company reached a particular position.

The consequences of drift: strike-off, rejected filings and bank flags

Compliance drift rarely announces itself. A confirmation statement runs a few weeks late, a registered office lease ends without the address being updated, a director resigns without the filing being made. Individually, each looks minor. Accumulated, they change how the company reads to anyone examining it.

Companies House can move to strike a company off the register for persistent filing failure, and while this can often be challenged or reversed, a strike-off proposal on a company's history is visible to anyone who looks, including banks conducting periodic account reviews.

Filings themselves can be rejected for inconsistency, such as a PSC notification that does not reconcile with the shareholder register, forcing a resubmission that further delays the record and draws attention to the discrepancy.

Banks and payment providers increasingly run automated and periodic reviews of existing business customers, not just new applicants, and a lapsed filing or unexplained gap in director history is a common trigger for a manual review or, in some cases, a request for further information before an account continues to operate normally.

How diligence teams and outside parties read filing history

Banks, investors and larger counterparties do not read a company's filing history as a single snapshot. They read it as a timeline, and timelines reveal patterns that a single clean filing cannot hide or fabricate.

A pattern of on-time confirmation statements, promptly filed director and PSC changes, and a registered office that has remained stable or been updated cleanly, reads as an organised, well-advised company. A pattern of late filings followed by rapid corrections, or PSC entries that change repeatedly in a short period, reads as a company reacting to problems rather than managing them.

Diligence teams and bank compliance functions also cross-reference the public record against what the company tells them directly, in an application form, a pitch deck or a source of funds explanation. Any mismatch between what is filed and what is represented elsewhere is treated as a discrepancy requiring explanation, whatever its actual cause.

We advise clients to assume that their filing history will be read closely at some future point they cannot predict, and to maintain it accordingly, rather than treating compliance as relevant only in the years it is actually inspected.

Common mistakes we see

Treating the confirmation statement as an annual formality rather than an opportunity to correct accumulated inaccuracies in shareholder or PSC information before they compound further.

Updating a company's trading address without updating its registered office, leaving statutory correspondence, including from HMRC and Companies House, going to a location no one checks.

Filing a PSC change the moment it is convenient rather than within the statutory notification window, creating an unexplained gap between the event and its record.

Assuming that because a filing was accepted by Companies House, it must be correct. Companies House performs limited validation; the legal responsibility for accuracy remains with the company and its directors.

Allowing internal registers, particularly the register of members, to fall out of step with the confirmation statement, so the two tell subtly different stories about who owns the company.

How the engagement runs

  1. Stage one

    Record review and baseline

    We begin by pulling the company's full filing history from Companies House and comparing it against the internal statutory registers currently held, identifying any gaps, inconsistencies or overdue items before any new work is planned.

    This baseline review covers confirmation statement history, director and PSC filings, registered office continuity and, where relevant, group structure records across related entities.

  2. Stage two

    Correction of identified gaps

    Where the baseline review identifies overdue filings, mismatched registers or an inaccurate PSC determination, we prepare the corrective filings and updated registers needed to bring the record back into a consistent, accurate state.

    Corrections are sequenced deliberately, since some filings depend on others being accurate first, and we explain to the client why a particular order is necessary rather than filing reactively.

  3. Stage three

    Calendar and governance setup

    With the record accurate, we build the company's ongoing compliance calendar, setting deadlines and internal review points well ahead of statutory dates, and agree a minute-taking and resolution practice proportionate to the board's size.

    This stage also confirms who at the company is responsible for supplying information promptly when a filing depends on their input, so the calendar does not fail on internal delay.

  4. Stage four

    Ongoing filing and register maintenance

    We manage the recurring filings as they fall due, confirmation statements, director and PSC changes, registered office updates, and keep the internal statutory registers aligned with each filing as it is made.

    Where a change originates with the client, such as a new director being appointed or shares being transferred, we confirm the filing requirement and timeline as soon as we are told, rather than waiting for the next scheduled review.

    Any Companies House query or rejection is handled directly, with the client kept informed of what caused it and what correction has been made.

  5. Stage five

    Periodic review and readiness

    On a periodic basis we review the full record again, checking that the calendar has been followed, that registers remain consistent with filings, and that the company's record would withstand a bank review or investor diligence request if one arrived without notice.

    Where a specific event is anticipated, such as a funding round or a banking application, we bring forward a targeted readiness review of the compliance record ahead of that event.

What you hold at the end

  • An accurate, up-to-date Companies House record with no outstanding or overdue filings
  • A properly determined and documented PSC register, including reasoning for layered or trust structures
  • Statutory registers of members, directors and PSC maintained consistently with public filings
  • A working annual compliance calendar specific to the company's own deadlines
  • A documented governance rhythm of minutes and resolutions proportionate to board size
  • A filing history that reads coherently to a bank, investor or diligence team on inspection
  • A clear internal record of who is responsible for each recurring compliance obligation

Questions

What is a confirmation statement and how often must it be filed?+

A confirmation statement is a filing that confirms the information Companies House holds about a company, including its registered office, directors, shareholders and PSCs, is correct as at a given date. It must be filed at least once every twelve months, though it can be filed more frequently if changes need confirming sooner. We track each company's specific deadline and prepare the filing rather than leaving it to the last available date.

What happens if we miss a filing deadline?+

Missing a confirmation statement or accounts deadline can lead to penalties, and persistent failure can result in Companies House proposing to strike the company off the register. Even where the position is later corrected, the gap remains visible in the public filing history. We build deadlines with buffer time specifically to avoid this, and where a deadline has already been missed, we prioritise the corrective filing immediately.

How do you determine who counts as a PSC when ownership sits behind a trust?+

We work through the statutory conditions that apply to trusts, considering the roles of trustees, settlors and beneficiaries against the ownership, voting and control thresholds that define a person with significant control. Where the underlying trust or shareholder documents require legal interpretation, we coordinate that analysis with the client's lawyers, since we do not provide legal advice ourselves, and document the resulting determination clearly.

Do you file annual accounts and Corporation Tax returns as well?+

Annual accounts and Corporation Tax return preparation fall within our tax and HMRC practice rather than corporate compliance, though the two are closely coordinated, since accounts deadlines and confirmation statement deadlines both depend on the company's accounting reference date. We ensure both calendars are managed together so nothing falls between the two.

Can you act as our registered office address?+

Registered office provision itself sits within our corporate establishment and ongoing support services. Within corporate compliance, we ensure the registered office on record is kept current, that statutory correspondence sent there is monitored, and that any change of address is filed promptly and communicated to HMRC as well as Companies House.

Why does a bank care about our Companies House filing history if our accounts are healthy?+

Banks conduct know-your-customer and periodic review checks that go beyond financial performance, and an inconsistent or lapsed filing history is treated as a compliance and governance risk indicator independent of trading performance. A strike-off proposal, a rejected filing, or a PSC register that does not match other disclosures can trigger a manual review or a request for further information, regardless of how the underlying business is doing.

What is the difference between what we file and what we keep internally?+

Filed information, such as confirmation statements and director or PSC changes, is submitted to Companies House and becomes part of the public record. Kept information, such as the register of members and certain board resolutions, is maintained at the registered office or a nominated inspection location and produced on request rather than routinely submitted. Both are legally required, and we maintain them in parallel.

Do you provide company secretarial services for a group of related companies?+

Yes, we manage compliance calendars and filings across group structures, including staggered accounting reference dates and intercompany PSC relationships, keeping each entity's record accurate individually while ensuring the group's overall structure is represented consistently across all entities' filings.

Related Executive Insights

Related practices

  • Corporate Establishment

    We structure and document UK company formation as a considered piece of corporate architecture, not a same-day filing, so the resulting entity is ready for banking, investment and regulatory scrutiny from its first day on the register.

  • Banking and Financial Readiness

    We prepare the documentation, narrative and evidence set that underpins a business banking or payment provider application, so that the case a founder presents is coherent, complete and consistent with how underwriters actually assess risk.

  • Tax and HMRC Support

    We coordinate the sequence of HMRC registrations a new UK company must complete, from UTR and Corporation Tax to VAT, PAYE and EORI, preparing the evidence HMRC asks for so registrations proceed without avoidable delay.