What Happens If Your Confirmation Statement Is Late and How to Fix It

Business owner reading an official letter at a kitchen table in London

A late confirmation statement can usually be put right. Companies House will normally issue a penalty warning notice first, and if the required action is taken within 28 days of that notice, no financial penalty is charged. If it stays unfiled, the registrar can impose a penalty — currently between £250 and £2,000 depending on seriousness and how many times it has happened — and can begin action to strike the company off the register.

If a penalty warning notice has been issued, taking the required action within the stated 28-day period will normally prevent the registrar from imposing the financial penalty described in that notice. This does not make the original late filing compliant or remove any other consequences that may already have arisen.

What the confirmation statement actually is

The confirmation statement is an annual check that the information Companies House holds about your company is still correct: your shareholders, your people with significant control, your SIC codes, your registered office and your registered email address.

Every company must file one at least once every twelve months — including dormant companies and companies that have never traded. You have 14 days after the end of your review period to file, and it costs £50 online or £110 on paper using form CS01.

What happens after you miss the deadline

The 28-day window

Since 2 May 2024 the registrar has had the power to impose financial penalties directly, under the Economic Crime and Corporate Transparency Act 2023 (Financial Penalty) Regulations 2024. The process does not begin with a fine. Companies House issues a penalty warning notice first, and its published guidance is explicit: “You will not receive a financial penalty if you take the required action, within 28 days beginning the day after the date on your penalty warning notice.”

That is the single most important thing to act on. A warning notice is not a bill; it is a deadline you can still meet.

If it stays unfiled

Where the required action is not taken, the registrar can impose a penalty. The published bands depend on how serious the breach is and how many times it has happened:

Seriousness 1st 2nd 3rd 4th or more
Minor £250 £500 £750 £1,000
Serious £500 £750 £1,000 £1,500
Very serious £750 £1,000 £1,500 £2,000

Companies House may issue further penalties if the requirement in the warning notice is still not met, and says it will take the ongoing nature of the breach into account when setting the amount. So the exposure is not capped at a single penalty. The £250 to £2,000 bands relate to financial penalties imposed administratively by the registrar. They are distinct from any fine that a court may impose following a prosecution.

Penalties and prosecution are alternatives, not a sequence

Companies House states that “because financial penalties are an alternative to prosecution, the penalties are similar to those that a court might impose as fines”. Its guidance also says that where the same serious or very serious offence is committed three times in five years, prosecution may be considered. Separately, Companies House guidance on the confirmation statement gives a maximum fine of £5,000 for failing to file.

Strike-off, and what that would mean

Companies House also states that your company may be struck off the register if you do not file your confirmation statement. Strike-off action is a process, not an instant event, and the company remains on the register while it runs. If it completes and the company is dissolved, the company ceases to exist and any assets it still holds at that point — including money in its bank account — can pass to the Crown as bona vacantia.

The commercial effect arrives first

Your filing history is public. An overdue filing is visible on the register to banks, lenders, insurers, prospective clients and counterparties running due diligence, and it tends to be noticed well before any formal consequence lands.

How to fix it

The mechanics are straightforward. The time goes on preparation, not on the filing itself.

  1. Check the register first. Find your confirmation statement date and confirm what is actually outstanding — the statement, the accounts, or both. They are separate filings with separate regimes, and it is common to assume one and find the other.
  2. Check for a penalty warning notice. If one has been issued, the 28-day window is the thing to work to. Companies House writes to the registered office, so a registered office nobody monitors is where this most often goes wrong.
  3. Gather what the statement now requires. A confirmation statement needs a Companies House personal code for every director, plus confirmation that each has verified their identity, along with a registered email address and a lawful purpose statement.
  4. Deal with unverified officers first. This is the usual bottleneck. If one director has not completed identity verification, the statement cannot be filed at all. Our guide to Companies House identity verification sets out the two routes and the timings.
  5. Update anything the statement cannot change. A confirmation statement confirms information; it does not amend everything. Changes to directors, PSCs, the registered office or share capital go on their own separate filings, and those need to be made first so that the statement confirms a correct record rather than recording an incorrect one officially.
  6. File, and keep the acceptance. Submitted is not the same as accepted. Keep the acceptance confirmation, not the submission receipt.
  7. If strike-off action has already started, treat it as urgent and check the company’s status on the register and any notice in the Gazette. Filing the outstanding document will often result in compulsory strike-off action being discontinued, but the company should not assume that the process has ended until Companies House has recorded formal discontinuance, normally through a DISS40 notice.

Late confirmation statement or late accounts? They are not the same thing

These are two different filings under two different regimes, and conflating them leads people to expect the wrong consequence.

Late annual accounts carry an automatic penalty fixed by how late they are:

How late Private company or LLP Public company
Not more than 1 month £150 £750
More than 1 month, up to 3 months £375 £1,500
More than 3 months, up to 6 months £750 £3,000
More than 6 months £1,500 £7,500

And the penalty is doubled if accounts are filed late in two successive financial years.

A late confirmation statement works differently. There is no equivalent published sliding scale tied to lateness. Instead there is the warning notice and its 28-day window, then banded penalties that escalate with repetition, and the possibility of strike-off action.

Both are serious, and failing to file either can ultimately lead to strike-off. The practical difference is the shape of the exposure: with accounts you can read the cost off a table, and with a confirmation statement you cannot.

How to stop it happening again

Late confirmation statements tend to have structural causes rather than careless ones:

  • Post going to an address nobody monitors. A registered office at a former accountant, a former home, or a serviced address with no forwarding — which also means a penalty warning notice can arrive and never be read.
  • A dormant or holding company that nobody owns internally. The trading company has an adviser; the dormant one has nobody, and nothing else about it demands attention during the year.
  • Directors abroad. Time zones, document availability and identity verification all add days that were not in anyone’s plan.
  • No single person owning the filing calendar. Everyone assumes it is someone else’s diary entry.

The fix is not more diligence. It is putting the calendar somewhere it is somebody’s job to watch, and putting the registered office somewhere the post is read.

How Brooks Lawford can help

We act for owner-managed businesses, established UK companies and internationally owned entities from our office in Canary Wharf. Our company secretarial service maintains your statutory registers, tracks Companies House deadlines and prepares and files your confirmation statement, with confirmation that each filing was accepted rather than just submitted.

If post is the problem, our registered office and address service gives your official correspondence somewhere it is handled rather than accumulated. Where accounts are overdue alongside the statement, our bookkeeping and accounting service can rebuild the records needed to bring both up to date.

If your confirmation statement is overdue, we can review the public filing history, separate the confirmation statement issue from any overdue accounts, and set out the filings and information needed to bring the record up to date. Contact Brooks Lawford for a scoped recovery review.

Frequently asked questions

What happens if I miss the confirmation statement deadline?

Companies House issues a penalty warning notice first. If you take the required action within 28 days, beginning the day after the date on that notice, no financial penalty is charged. If it stays unfiled, the registrar can impose a penalty — currently between £250 and £2,000 depending on seriousness and how often it has happened — can issue further penalties while it remains unfiled, and can begin action to strike the company off the register.

Is a late confirmation statement the same as late accounts?

No. Late accounts carry an automatic penalty set by how late they are: £150, £375, £750 or £1,500 for a private company or LLP, doubled if accounts are late in two successive financial years. A late confirmation statement has no equivalent published scale. Instead there is a warning notice with a 28-day window, then banded penalties that escalate with repetition, and the possibility of strike-off action.

Can I still file a confirmation statement after the deadline?

Yes, while the company remains on the register, and you should do it as soon as possible. Filing brings the outstanding statement up to date, but it does not automatically end enforcement action that has already begun, so check the company’s status on the register at the same time. If the company has already been dissolved it cannot file until it is restored.

Can I apply to strike off a company with an overdue confirmation statement?

An overdue confirmation statement does not necessarily prevent a company from applying for voluntary strike-off. However, the directors must still ensure that the company satisfies the statutory eligibility conditions, has ceased trading where required, has dealt properly with its assets and liabilities, and has notified all relevant parties. Final accounts and the Company Tax Return may still need to be submitted to HMRC, and creditors, including HMRC, may object to the strike-off. The appropriate order of steps should therefore be reviewed before an application is made.

How much does it cost to file a confirmation statement?

The Companies House fee is £50 online, or £110 on paper using form CS01. That is the filing fee only.

How much do accountants charge for a confirmation statement?

It varies, because firms price it differently. Some charge for the single filing, while most include it within an annual company secretarial or compliance service that also covers statutory registers, PSC records and the rest of the filing calendar. What moves the price is how much is maintained for you between filings, how many officers and share classes there are, and whether anything is currently outstanding and needs putting right first. Ask for a written quote that says explicitly what is included and what is billed separately.

Do dormant companies have to file a confirmation statement?

Yes. Every company must file at least once every twelve months, including dormant and non-trading companies that have never traded.

Sources and currency

This article draws on Companies House and GOV.UK guidance: Confirmation statement guidance, Companies House approach to financial penalties and Late filing penalties. Last reviewed against that guidance in September 2026.

This article is for general information only and does not constitute legal or tax advice. Companies House requirements, penalties and fees change, and the correct action depends on your company’s circumstances and its current status on the register. Check the latest Companies House guidance, or take professional advice, before acting.

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Brooks Lawford Accounting Limited is a company registered in England and Wales, company number 12289292. Registered office: 5 Beaufort Court, Admirals Way, London, E14 9XL, United Kingdom. Supervised by HMRC under the Money Laundering Regulations 2017 (registration number XJML00000206712).