Guidance

Late filing penalties

Updated 24 July 2023

This guidance applies to UK registered:

• private companies
• public companies
• limited liability partnerships (LLPs)

We use the term ‘company’ which includes LLPs unless stated otherwise.

About late filing penalties

Late filing penalties were introduced in 1992 to encourage directors to file their accounts and reports on time, because this information is required for the public record.

All companies must send their accounts and reports to Companies House every year, whether:

• private or public
• large or small
• trading or non-trading

If you submit accounts late, the law imposes an automatic penalty. The period allowed to file your accounts depends on whether these are your first accounts since incorporation or subsequent accounts.

Your first accounts

Private companies and LLPs

If your first accounts cover a period of more than 12 months, you must deliver them to Companies House within 21 months of the date of incorporation, or 3 months from the accounting reference date - whichever is longer.

Public companies

If your first accounts cover a period of more than 12 months, you must deliver them to Companies House within 18 months of the date of incorporation, or 3 months from the accounting reference date - whichever is longer.

Subsequent accounts

In subsequent years, a private company or LLP has 9 months from the end of the accounting reference period to deliver its accounts. A public company has 6 months.

However if you change the accounting reference period the filing time may be reduced.

See our accounts guidance for more information on accounting reference dates and filing deadlines.

If you’re a director of the company, or designated member of the LLP - you’re personally responsible for delivering your accounts before the time allowed runs out. Delivery means actual receipt at Companies House in the correct format.

A penalty is automatically imposed if the accounts are late.

Late filing penalty fees

The penalty only applies to accounts. The level of the penalty depends on how late the accounts reach Companies House.

Length of period (measured from the date the accounts are due)	Penalty for a private company or LLP	Penalty for a 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	£7,500

The penalty will be doubled if accounts are filed late in 2 successive financial years (beginning on or after 6 April 2008).

Example - a private company with an accounting period ending 30 September 2019

The company must deliver acceptable accounts by 30 June 2020 to avoid a late filing penalty. If they were not delivered to Companies House until 15 July 2020, the company would get a £150 penalty.

Consequences of not filing

Not filing your confirmation statements, annual returns or accounts is a criminal offence - and directors or LLP designated members could be personally fined in the criminal courts.

Failing to pay your late filing penalty can result in enforcement proceedings. Any criminal proceedings for not filing confirmation statements, annual returns or accounts is separate from (and in addition to) any late filing penalties issued by Companies House against the company.

There’s no penalty for filing your confirmation statements or annual returns late - but the registrar could take steps to strike off your company.

Avoiding a penalty

Allow enough time to make sure your accounts reach Companies House within the deadline. It does not matter if your filing deadline expires on a Sunday or Bank Holiday - you must still file your accounts by this date.

First class post does not guarantee next day delivery. You should consider using guaranteed methods of delivery to make sure your accounts arrive on time - especially if your filing deadline is near.

To help you file on time:

• mark your diary or calendar to remind you in good time of the filing deadlines
• register for email reminders from Companies House
• if appropriate, instruct your accountants in good time and remind them of the need to prepare and deliver your accounts on time

If you have any doubts about your deadline, you can use Companies House service to check when your accounts are due.

Delivering accounts to Companies House

Limited companies can file accounts online.

LLPs must send annual accounts directly to Companies House.

Extending the time for delivering the accounts

You should take appropriate measures to ensure your accounts are filed on time. But if there’s a special reason why the accounts might be filed late (such as an unforeseen event), you can apply for more time to file your accounts if your filing deadline has not passed.

An extension will only be granted if the reasons are exceptional.

When accounts are incorrect

We cannot accept accounts until they meet the requirements of the Companies Act.

For example, if the balance sheet is not signed, we’ll return the accounts for amendment. But if you file the corrected accounts late, the company will get a late filing penalty.

To avoid this, you should deliver accounts as soon as they’re complete, and as early as possible before the last date for delivery.

Knowing when a penalty has been imposed

If you deliver your accounts late, we’ll automatically issue a penalty notice to the registered office address.

The penalty notice gives details of the penalty (or penalties) imposed against the company. It shows the last date for filing, the date your accounts were filed and the level of the penalty imposed.

Paying your penalty

If your late filing penalty occurred on or after 30 March 2020, you may be able to pay your late filing penalty online. You will find a link to the online service on your penalty notice.

If you do not pay the penalty, we’ll ask our debt collectors to take action. Ultimately the matter will be decided in the County Court or Sheriff Court, where you’ll have the opportunity to file a defence.

You may consider getting professional advice. We may seek to recover our legal costs if the court finds in favour of the registrar.

Pay a penalty for filing your accounts late.

Requesting payment by instalments

If you have difficulty paying the penalty, we’ll normally accept payment over a short period by monthly instalments. You must contact us to request payment by instalments, explaining why you cannot pay the penalty immediately.

If possible, you should make your appeal or instalment request in writing. The safest and quickest way is to email enquiries@companieshouse.gov.uk.

If you cannot apply in writing, contact us on 0303 1234 500.

Restoring a company to the register

If you restore a company to the register after it has been struck off and dissolved, it will not have to pay penalties that happened during the period it was dissolved.

You’ll need to pay:

• unpaid penalties outstanding on accounts delivered late before the company was dissolved
• penalties due for accounts delivered on restoration, if the accounts were overdue at the date the company was dissolved

Appealing a penalty

You can appeal a late filing penalty, but it will only be successful if you can show that the circumstances are exceptional.

The registrar has very limited discretion to not collect a penalty. It may be applied when an unforeseen event happens at a critical time - for example, a fire destroying records a few days before the filing deadline.

Your appeal is unlikely to be successful if it’s based on the following examples alone:

• your company is dormant
• you cannot afford to pay
• your accountant was ill
• you relied on your accountant
• these are your first accounts
• you are not familiar with the filing requirements
• your company or its directors have financial difficulties (including bankruptcy)
• your accounts were delayed or lost in the post
• the directors or LLP members live (or were travelling) overseas
• another director or LLP member is responsible for preparing the accounts

We can also provide accessibility support if you cannot appeal online or by email.

Rejected appeals

If your appeal is rejected you can contact the Senior Casework Unit, Late Filing Penalties Department at the appropriate Companies House office in Cardiff, Edinburgh or Belfast.

If the senior casework unit upholds the penalty, you can ask for the Independent adjudicators to review your case. Do not contact the adjudicators until you have heard from the senior casework unit.

See the Companies House independent adjudicators’ reports.

Parliament decided that discretion resides solely with the registrar. The registrar’s discretion is limited and the adjudicators cannot force them to reverse their decision to collect a penalty.