Shortly after a company has been formed, Companies House will send a letter with the heading ‘Congratulations on becoming a director’ to the residential address of the company director(s).
This letter can be a little disconcerting, especially to someone who’s not entirely sure of their new responsibilities as a limited company director. Here, we break the letter down, section by section, and explain what you need to do to ensure your new company remains compliant.
What does the letter say?
Sent by Companies House to the residential address of each director (not the registered office address or director’s service address), the main body of the letter is as follows:
Congratulations on becoming a director
You’ve been appointed as a director of EXAMPLE COMPANY NAME LTD.
As a director, you’re legally responsible for running the company. You must keep company records and report any changes to us. You’ll need to:
- file your confirmation statement
- file your annual accounts
- identify and record your people with significant control (PSC)
It’s easier to do this online.
‘!’- You may be fined, prosecuted or disqualified if you do not meet your responsibilities as a director. If your annual accounts are not delivered on time, your company will get a late filing penalty.
How we can help you meet your requirements
Whether we helped you form your company or not, we can assist you in making sure that your company meets the requirements set out in this letter.
1. File your confirmation statement
The confirmation statement is an annual filing requirement for all limited companies, and must be delivered to Companies House by trading companies and non-trading companies alike.
A completed confirmation statement contains general information about a company, including its name, company registration number, registered office address, SIC code(s), statement of capital, shareholder information, and officer (director and secretary) information.
It is typically not used to inform Companies House about changes to a company, such as director appointments (or resignations) or a registered office update. For updates such as this, the necessary separate documents must be filed with Companies House. However, a confirmation statement can be used to notify Companies House of a new SIC code or a shareholder change.
Failure to file a confirmation statement is a criminal offence under the Companies Act 2006, and can result in the company and directors being issued a fine of up to £5,000 and the company being closed down.
With our Confirmation Statement Service, our company experts will prepare and file your confirmation statement as and when your due date approaches, saving you the worry of preparing it correctly and on time.
Filing of the confirmation statement is also included as part of our Full Company Secretary Service, which is covered in more detail in the PSC section of this post.
2. File your annual accounts
The annual accounts are a financial report that companies should deliver to Companies House and HMRC on a yearly basis. They must be prepared and filed by all companies regardless of trading status, size, or turnover. This information will inform the exact version of annual accounts that must be sent in. A company can file micro-entity, small company, medium-sized, large company or dormant company accounts.
Failure to meet your annual account deadline will result in a fine that is imposed when you eventually file the accounts, with the total depending on how late you are. Not filing annual accounts at all is a criminal offence and can result in your company being closed down.
If your company has started trading activity or you expect it to do so before the end of its financial year, we urge you to enlist the services of an accountant to help you prepare your annual accounts.
However, if your company has not started any trading activity and this isn’t looking likely for the current financial year, our company experts can prepare your company’s dormant company accounts – the version of accounts that non-trading companies should deliver – in an efficient and timely manner, saving you the worry of a costly late filing fee.
3. Identify and record your people with significant control (PSC)
A person with significant control (PSC) is the individual (or individuals) who holds ultimate control of a company. In the majority of cases, this will simply be a shareholder.
Whilst it is possible to form and maintain a limited company without naming a PSC, in the overwhelming majority of cases there will be a PSC who should be named at incorporation, and whose details must be recorded on the company’s PSC register.
A PSC is anyone who:
- Holds more than 25% of a company’s shares
- Holds more than 25% of a company’s voting rights
- Holds the right to appoint or remove the majority of a company’s board of directors
If a company’s PSC situation ever changes, the company director(s) has a responsibility to notify Companies House of this within 14 days of the change and update the company’s own PSC register accordingly.
Failure to maintain a PSC register is a criminal offence and can result in a fine or even a prison sentence.
With our Full Company Secretary Service, our professionally qualified company secretarial experts can ensure you meet all of your PSC requirements, from notifying Companies House within the necessary period of time when your PSC situation changes, to maintaining your PSC register.
The service includes:
- A dedicated account manager to handle any questions you may have related to company law and running your business
- The preparation and filing of your confirmation statement
- The preparation and maintenance of your company registers
- Up to 15 changes to your company per year (such as PSC updates, director appointments, and share transfers)
- Monthly guidance notes written by a solicitor on topics company directors should be aware of
As you can see, as well as ensuring your company meets its PSC obligations, this service also helps keep your company generally compliant.
Your responsibilities as a director
Finally, as outlined in the letter, when you become a company director, you immediately take on a number of responsibilities. To help you understand these new responsibilities, we have written a comprehensive blog on the subject: The role and responsibilities of a company director.
Thanks for reading
So there you have it, how to deal with your ‘Congratulations on becoming a director’ letter.
If you have any questions about the letter, anything covered in this blog, or the QCF services that we’ve highlighted, please leave a comment and we’ll get back to you shortly.
