First Time Directors Seminar

Heather Gopsill Denise WhiteSusan Thomas

Agenda Introduction to Companies House

Incorporation and Registering for WebFiling

Making Changes and Responsibilities

Late Filing Penalties And Voluntary Strike Off

Benefits of Compliance verses Non Compliance

25 Minute Break and Networking Time

PROtected On line Filing

Companies House Products and Services

Intellectual Property Office

Companies HouseWho we are?Why we do this?

All company Types

Private limited (LTD)

Limited by Guarantee

Dormant

Micro Entities

Public Limited Company (PLC)

Limited Liability Partnership (LLP)

Limited Partnerships (LP)

Community Interest Companies (CIC)

Differences between types

Limited, PLC Dormant LLP

Memorandum & Articles Partnership Agreement

Directors 2 Designated Members

Shareholders Members

Register for Corporation Tax Register for Self Assessment

Limited by Guarantee LP

Members not shareholders 1 General Partner - Liable for debt

CIC 1 Limited Partner - Contribute amount

Approval from CIC regulator

No shareholders

Benefits to the community

WebFiling - Register

Keep your code safe

Make sure your code isn’t easily guessable

Mix letters with numbers in your code

Only share your code with trusted company personnel

Change your code if company personnel changes

Change your code if you think the code has been discovered

Tell your agent before you change your code

Use a different code for each company

Don’t leave your code lying around

Making changes

Memorandum and Articles of Association Company’s rule book

Call a meeting

Pass a resolution

File resolution and new Articles within 15 days of being passed.

Change the company name

Check availability of the required name via WebCHeck

Change can be filed via website fee £8, same day fee is £30

WebCHeck Search - Name Availability

Trading Disclosures

The company name must be displayed at all:

Places of business

Registered office

Does not apply to:

Dormant companies

Where the registered office address is a residential address.

Trading Disclosures

All items of business stationery & communications including emails and company website must show:

– Company name

– Place of registration

– Registered number– Registered office address– Director information– If being wound up

Secretary Duties

Every PLC needs one

Private companies – it’s optional

Usual duties include:

Notifying changes

Maintaining statutory registers

Notifying members and auditor of meetings

Providing copies of resolutions and agreements

Supplying copies of company accounts

Directors Responsibilities

Ensure no person under the age of 16 appointed (except for LLP)

No upper age limit

At least 1 person (non corporate) appointed (except for LLP)

Directors and secretaries details are kept up to date

Relevant forms..

AP01-AP04 – Appointing officers

CH01-CH04 - Service addresses for officers

TM01-TM02 - Termination

Directors Responsibilities

Registered office address must be effective and correct on Companies House Records at all times.

Cannot be a PO Box unless it includes a full address

AD01 - Address change

AD02 - Address notified of Single Alternative Inspection Location (SAIL)

Records & Registers at the address listed on AD03

Also notified on annual return

All forms involved can be filed online

Directors Responsibilities - Statutory Filings

Annual Return

Not the financial return

All companies have to file one each year

Based on your Legal Return Date

Snapshot of the Company details at this date

Must be filed within 28 days of this date

£13 filing fee online (£40 for paper filing)

Types of WebFiling Demos

Directors responsibilities- Statutory Filings

Accounts

Companies have to file accounts each year

Whether trading, non-trading or Dormant

Most Account types can be filed online

Based on your Accounting Reference Date (ARD)

Ensure the (ARD) is shown on the balance sheet

No filing fee

Accounting Reference Date

A company can change the Accounting reference date

The Accounting Reference date is based on your incorporation date

Can be changed using form AA01

However……

Period can be shortened without restrictions

But can only be extended once in 5 years - unless bringing in line with holding or subsidiary company

Accounts filing periods

Strict filing times laid down by Parliament

Private Co - 9 months from the accounting reference date

Public Co - 6 months from the accounting reference date

New Companies 1st Accounting Period

Private Company - 21 months from date of incorporation

Public Company - 18 months from date of incorporation

Automatic penalties for being late

WebFiling AccountsAlready E-enabled

Audit exemption abbreviated accounts, limited by shares

Audit exemption abbreviated accounts, limited by guarantee

Dormant company accounts

Audit exemption full accounts (PDF template)

Micro-Entity accounts

Full accounts with HMRC & CH (with abbreviated option)

Not yet E-enabled

LLP accounts

PLC accounts

Community Interest Company accounts

Audited accounts

Amending accounts

Benefits of filing “e” verses paper

Filing on line Filing on paper

Quicker TimelyCheaper CostlySecure Company Hijack Can be anywhere in the world Timely post and delivery

Late Filing Penalties

Civil Penalty against the company

Introduced 1 July 1992 and amended 1 February 2009

Accounts only

Accounts must be received by Registrar by due date

Penalties are doubled for filing late 2 years running

Appeals procedure

Registrar has very limited discretion not to collect a penalty

Late Filing Penalties

Length of Period

Private Company

Public Company

Not more than 1 month

£150

£750

More than 1 month but not more than 3 months

£375 £1,500

More than 3 months but not more than 6 months

£750

£3,000

More than 6 months £1,500

£7,500Don’t Forget…

Penalties are doubled for filing late 2 years running.

Accounts – Joint Filing with HMRC

HMRC – Companies House statement joined up approach to using iXBRL and a joint template.

What is iXBRL? Download PDF Template via Companies House WebFiling

and HMRC Submit using accounts software packages Templates can be worked offline Prepare once – file twice

Joint filing

Surprising Statistic

e-Reminders

Register for e-Reminders

A timely email reminder of when your accounts and annual returns are due at Companies House.

Can register a maximum of 4 email addresses per company.

An alternative to paper reminder letters sent to your registered office address

Voluntary Strike-off

Straight forward procedure

Company not traded or changed name in last 3 months

Form DS01 must be completed on paper

Majority of directors must authorise application

£10 fee to pay

Can take 6 months and is subject to third party objections

Form DS02 to stop the Strike Off

Reversible process via restoration process

Questions and answers

25 minute break and networking time

Glossary of terms

Annual Return The Annual Return is the snapshot of certain company or Limited Liability Partnership (LLP) information at the made-up-date.

Officers The term Officer refers to either a Secretary, Director or LLP member. The term Company Officer refers to only Secretary, Director or both.

Authentication Code Authentication Code is a 6 alphanumeric code on WebFiling which enables the submission of data for an individual company.

Ordinary Shares These are shares of the company with no special rights or restrictions. They may be divided into classes of different value.

Class of Shares The class of shares is the name attached to the shares e.g. ordinary, preference and redeemable.

Registered Office Address is the 'home' of the company to which all official documents, notices and court papers have to be sent by law. When a company changes the new address must be notified to Companies House on Form AD01.

Incorporation Date The incorporation date is the date the company was registered at Companies House.

SIC Code The SIC (Standard Industrial Classification) is the principal business activity of the company. A company can have up to a maximum of four SIC codes displayed.

PROtected Online Filing Prevent a company hijack Change the registered office address. Appoint an officer To obtain credit and goods

Once registered for the PROOF scheme these paper documents will be rejected.

AD01- Change of registered office address AP01-AP04 - Appointment forms CH01- CH04 - Change of officer details forms TM01-TM02 - Termination forms AR01- Annual Return form

Monitor Sign-Up

Mobile App Mobile App is FREE Shows only the free information Allows you to check company

information on the go! Save frequently viewed companies in

your ‘Favourites’. Variety of sort options in Favourites –

company name, number or when

accounts or returns are due for filing. Amber/red alerts when AR and AA

are due/overdue.

Mobile App – Company Information

WebCHeck & Companies House Direct

WebCHeck

No subscription Pay as you go Company name search Detailed filing history Free current appointments report Document download area Monitor service

Companies House Direct

Monthly subscription Monthly invoice Company search Officer enquiry Document packages Insolvency history Full filing history Certified document ordering Document download area Monitor service

WebCHeck Search

Officer details

The Companies House Service

• One unified online service

• Transforms our electronic services, with modern technology and a new web service

• Easier to view and update company information

Companies House Service

Other Products

Uniform Resource Identifiers (URI)

Free Company Data Product

Free Accounts Data Product

XML Gateway

Bespoke Products

Online User Panel

Help us understand how you use our online services

Your Feedback and Your experiences

Details on our website

Key Conclusions

• Think “e” and enjoy the benefits now

• Filing online saves you time

• Meeting filing deadlines saves you penalties

• Up-to-date records create confidence in your company

• Our information online can help you

• Companies House is here to help you

Web: www.gov.uk/companieshouse

Contact us

Telephone: 0303 1234 500

email: enquiries@companieshouse.gov.uk

Follow us: Facebook: facebook.com/CompaniesHouse

Twitter: @CompaniesHouse

LinkedIn

Companies House You Tube Channel

Thank you for listening!

Any feedback?

eventsteam@companieshouse.gov.uk

providing companyinformation thatcustomers value

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