Confirmation statement late filing — consequences

Unlike late annual accounts, a late confirmation statement does not trigger an automatic Companies House monetary penalty. The real risk is more serious: persistent failure leads to the company being struck off the register.

What is this filing?

Confirmation-statement late filing falls under the criminal offence regime in section 853L of the Companies Act 2006. While monetary penalties are not automatic, Companies House routinely initiates strike-off proceedings against companies more than 6 months late.

When is it due?

The confirmation statement is due within 14 days of the confirmation date. After 14 days the company is non-compliant. Strike-off action typically starts after several months of non-filing.

What's the penalty for missing it?

No automatic monetary penalty. Companies House may prosecute directors (max £5,000 fine per offence). Strike-off proceedings are common after extended non-compliance — once struck off the company ceases to exist and any assets pass to the Crown (bona vacantia).

What it actually costs

There is no automatic monetary fine for a late confirmation statement, but the real cost can be enormous. A compulsory strike-off destroys the company as a legal entity: all bank accounts are frozen, ongoing contracts become unenforceable, and assets vest in the Crown as bona vacantia. To recover the company via administrative restoration, the practice must file all outstanding confirmation statements, pay the £468 restoration fee, and in some cases pursue a court order. If the company had valuable assets or contracts, the damage may be irrecoverable.

Why this catches practices out

• Companies House does not send a penalty demand before initiating strike-off — the first notice many clients receive is a gazette publication.
• A struck-off company's bank account is frozen automatically — clients with ongoing trading discover this at the worst possible moment.
• Restoring a company post-strike-off is expensive and time-consuming: the administrative restoration route costs £468 (plus outstanding filings) and can take several months.

How PenaltyProof helps

PenaltyProof's primary product. 30/14/7-day advance email alerts (paid plans) plus an alert on the day it's due — and an overdue alert if it slips past.

Frequently asked questions

How quickly does Companies House initiate strike-off for a missed confirmation statement?

Companies House typically initiates a compulsory strike-off after a company is around 6 months overdue on the confirmation statement. A first gazette notice is published, followed by a second notice after a further 2 months. The company is dissolved unless an objection is raised within the notice period.

Can a director be prosecuted for a late confirmation statement?

Yes. Under section 853L of the Companies Act 2006, failing to file a confirmation statement is a criminal offence. Both the company and every officer in default can be prosecuted. The maximum fine is unlimited in the Crown Court, though magistrates' court cases typically result in fines of £5,000 or less.

Is there a way to check if Companies House has started strike-off proceedings?

Yes. Companies House publishes all first and second gazette notices on the London, Edinburgh or Belfast Gazette (gazette.gov.uk). A search on the company name or number will show any active compulsory strike-off notices. PenaltyProof also surfaces overdue confirmation-statement alerts.

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