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Register of Charges: How to Register a Charge at Companies House (MR01)

By Brian Crocker

If your company takes out a secured loan — a bank facility, an asset-finance agreement, a debenture — the lender almost always takes a charge over the company's assets as security. That charge has to be registered at Companies House, and the deadline for doing it is one of the strictest in company law. Miss it, and the security can become worthless.

What Is a Charge?

A charge is a form of security a company grants over its property or assets to secure a debt or obligation. A mortgage over premises, a debenture giving a bank a fixed and floating charge over the business, or a charge over specific equipment are all examples. The company granting the charge is the chargor; the lender holding it is the chargee.

Companies House keeps a public record of these charges so that anyone dealing with the company — other lenders, buyers, insolvency practitioners — can see what's already secured against its assets.

The 21-Day Deadline (This Is the Critical Bit)

Under section 859A of the Companies Act 2006, the particulars of a registrable charge must be delivered to the registrar within 21 days beginning with the day after the date the charge is created, unless a court orders an extended period.

This deadline is unforgiving. There is no routine extension you can apply for at Companies House — once the 21 days pass, the only route to register late is a court order under section 859F, which means a solicitor, an application, and cost.

What Happens If You Miss It

This is why the deadline matters so much. Under section 859H of the Companies Act 2006, if a registrable charge is not registered within the 21-day period (and no court order extends it), the charge is void against a liquidator, an administrator, and any creditor of the company.

In plain terms: the lender still has a contractual right to be repaid, but it loses its priority security. If the company goes insolvent, an unregistered charge-holder ranks as an unsecured creditor — often meaning they recover little or nothing. Lenders know this, which is why they usually insist on registering the charge themselves. But the consequence falls on the company's position too, and directors should understand the stakes.

How to Register a Charge (MR01)

You register a charge by delivering a statement of particulars to Companies House — for the most common case, a charge created by a company, that's form MR01. The statement of particulars is defined by section 859D and includes the date of creation, the people entitled to the charge, and a description of any property or undertaking charged.

You must also deliver a certified copy of the instrument that creates the charge (the debenture or charge document itself). The certified copy goes on the public register, so personal information can be redacted in line with Companies House rules before filing.

Filing options and fees:

  • Online through Companies House WebFiling — £14.
  • By post, using the paper MR01 — £24.

Both must arrive, complete and correct, inside the 21-day window. Diarise the deadline the moment the charge is created, and build in a buffer — a rejected filing that has to be corrected still has to land within the original 21 days.

What About the Company's Own Register of Charges?

Historically companies had to keep their own internal register of charges. Since the 2013 reforms to Part 25 of the Companies Act 2006, the company's obligation is to keep available for inspection a copy of every charge instrument and any associated documents — the definitive public record is the one Companies House maintains from the MR01 filings. So the practical task today is getting the MR01 filed correctly and on time, and keeping copies of the charge documents available.

This sits alongside the other statutory record-keeping companies still do — the register of members and the PSC information you confirm to Companies House.

A Quick Worked Example

A trading company takes a £50,000 secured loan from its bank, granting a debenture with a fixed and floating charge:

  1. The charge is created on the date the debenture is executed — say 1 September. The 21 days run from 2 September.
  2. The company (or, more often, the bank) prepares the MR01 statement of particulars and a certified copy of the debenture.
  3. The MR01 is filed online for £14, well within the 21-day window.
  4. Companies House registers the charge and it appears on the public record, preserving the bank's secured priority.
  5. The company keeps a copy of the debenture available for inspection.

Common Mistakes

Assuming someone else will file it. Banks usually do register their own charges — but "usually" is not "always," and the company's interest in a clean register doesn't depend on the lender's diligence. Confirm it's been done.

Missing the 21-day window. There's no easy extension — only a court order. The deadline is genuinely hard.

Filing without the certified copy of the instrument. The statement of particulars alone isn't enough; the certified copy must accompany it.

Forgetting to satisfy a charge that's been repaid. When the debt is cleared, file the relevant satisfaction form (MR04) so the register reflects that the charge has been released.

How CompanyMinder Will Help

CompanyMinder is being built to track your company's charges alongside its other filings — recording when a charge is created, counting down the 21-day registration window, prompting the MR01 with the right statement of particulars, and reminding you to file a satisfaction once a secured debt is repaid. The aim is to make sure a charge deadline never quietly slips past the way a filing deadline can.

A Note on Scope

This is general guidance based on the published Companies Act 2006 and current Companies House procedure. Charge registration carries real consequences if it goes wrong, and complex security arrangements (multiple charges, priority agreements, late registration) often need legal input — verify your specific position with Companies House or a solicitor. It is not legal advice.

Sources

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