What Happens If Your Confirmation Statement Is Overdue?
Your confirmation statement is overdue. Unlike late annual accounts, Companies House won't automatically fine you a fixed amount — but the consequences can be worse. Persistent non-filing can lead to your company being struck off the register entirely, which means it ceases to exist and its assets pass to the Crown.
Here's exactly what happens, what to do right now, and how to make sure it doesn't happen again.
The Immediate Consequences
When your confirmation statement passes its deadline, the timeline looks like this:
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Day 1 past deadline: Your company's public record at Companies House shows the confirmation statement as overdue. Anyone searching your company — clients, lenders, credit agencies — can see this.
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Warning notice: Companies House sends an automatic notice requesting you file immediately. This is not a fine — it's a warning.
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Continued non-filing: If you ignore the warning, Companies House can issue a financial penalty. They can also begin proceedings to strike your company off the register.
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Strike-off proceedings: Companies House publishes a notice in The Gazette giving two months' warning. If you still don't file, the company is dissolved. Its assets (bank accounts, property, contracts) become Crown property under the bona vacantia rules.
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Criminal liability: Failure to deliver a confirmation statement is a criminal offence. Directors can face prosecution, fines, and disqualification.
The fact that there's no automatic fixed penalty (unlike the £150–£1,500 for late annual accounts) sometimes gives directors a false sense of security. Don't confuse "no automatic fine" with "no consequences."
What to Do Right Now
If your confirmation statement is already overdue, file it as soon as possible. The process is the same whether it's on time or late:
Step 1: Check what's due. Search for your company at Companies House. Your company overview shows the confirmation statement due date and current status.
Step 2: Gather the information. A confirmation statement confirms that the information Companies House holds about your company is correct. You need to check:
- Registered office address
- Director details (name, address, nationality, date of birth, occupation)
- Company secretary details (if you have one)
- Share capital and shareholders
- People with significant control (PSC register)
- SIC code (your business activity classification)
- Statement of lawful purpose (confirmation that future activities will be lawful)
Step 3: File online. Go to Companies House WebFiling and file your CS01 form. You'll need your company authentication code.
Step 4: Pay the fee. The filing fee is £50 online or £110 by paper. Check the latest fee at GOV.UK confirmation statement guidance as fees may change.
Step 5: Confirm identity verification. From November 2025, all directors and PSCs must have verified their identity before filing. If you haven't verified yet, you'll need to do this first — see our identity verification guide.
If you need your authentication code, request a new one through WebFiling. It's sent by post and takes 5–7 working days — so don't wait until the last minute.
Understanding Your Confirmation Statement Deadline
The deadline catches people out because it's not a fixed calendar date:
- Your first confirmation statement is due 12 months after incorporation, plus 14 days
- Subsequent statements are due 12 months after the date the previous statement was "made up to," plus 14 days
- You can file early — filing a confirmation statement before its due date resets the 12-month clock from the new "made up to" date
Example: Your company was incorporated on 15 June 2024. Your first confirmation statement review period ends 15 June 2025. You have until 29 June 2025 to file. If you file on 20 June 2025, your next review period ends 20 June 2026 (12 months from the statement date), with a filing deadline of 4 July 2026.
The Confirmation Statement vs Annual Accounts
Directors often confuse these two filings. They're separate obligations with different deadlines, different penalties, and different consequences:
| Confirmation Statement | Annual Accounts | |
|---|---|---|
| Frequency | Every 12 months | Every 12 months (based on ARD) |
| Filing window | 14 days after review period ends | 9 months after ARD (private companies) |
| Late penalty | No automatic fixed penalty | Automatic: £150–£1,500 |
| Non-filing consequence | Strike-off, prosecution | Strike-off, prosecution, plus penalty |
| Filing fee | £50 online / £110 paper | Free (micro-entity and small company accounts) |
| ID verification required | Yes (from Nov 2025) | No |
Both are mandatory. Missing either one can lead to strike-off. But the penalty structure is different — annual accounts have immediate financial penalties, while confirmation statements lead to strike-off proceedings without a formal penalty escalation ladder.
How to Prevent Future Overdue Filings
Set multiple reminders. Don't rely on the Companies House email. Set your own alerts at 60, 30, 14, and 7 days before your deadline. If you have multiple companies, set reminders for each one separately.
File early. There's no benefit to waiting until the deadline. File your confirmation statement as soon as the review period ends — or even before, if nothing has changed. Early filing resets the clock but doesn't cost you anything extra.
Keep your details current. The most common reason for delayed filing is discovering outdated information that needs correcting first. If a director's address has changed or shares have been transferred, update Companies House when it happens — not when the confirmation statement is due.
Track multiple companies separately. If you run SPVs, dormant companies, or multiple trading entities, each has its own confirmation statement deadline. A single missed deadline among five companies is easy when you're tracking dates manually. Use our free filing deadline countdown tool to see every deadline across all your companies in one place.
Key Takeaways
- An overdue confirmation statement doesn't trigger an automatic fine — but can lead to your company being struck off
- File as soon as possible if you're overdue — the process is the same as filing on time
- You have 14 days after the review period ends to file
- Filing early resets the clock — there's no advantage to waiting
- Identity verification is now required before filing (from November 2025)
- Every company must file annually, including dormant companies
Sources
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