COM100010 - Penalties: late delivery of returns: companies act extension
This subject is presented as follows
Time allowed for filing returns
Normal time allowed for filing under the Companies Act
Companies incorporated outside the UK
Penalties
Time allowed for filing returns
No flat-rate penalty is chargeable to a company registered under the Companies Acts where all of the following are true:
- the company has a return period that coincides with a period for which the company is required to deliver accounts to the Registrar of Companies
- the delivery date for the accounts to the Registrar is later than the filing date for the company’s tax return
- the company delivers its return by the later date
Normal time allowed for filing under the Companies Act
A private company must usually submit a copy of its accounts and reports to the Registrar within nine months of the end of its Accounting Period (AP). A public company has six months.
However, a company that carries on business or has interests outside the UK could claim an extension of three months to the period allowed for delivering accounts for APs starting before 1st January 2005.
The three month Companies House filing date extension for companies with overseas interests was abolished for APs starting on or after 1 January 2005. However, there are other circumstances where the Companies Act allows further time to deliver accounts, such as when a company’s first accounting reference period is longer than 12 months or it changes its accounting reference period.
Section 442 Companies Act 2006, as modified by the Overseas Companies Regulations 2009, automatically allows 13 months for filing to any overseas company.
The Secretary of State also has power to extend the period for delivering accounts by such further period as he or she thinks fit.
Companies incorporated outside the UK
Most companies incorporated in the UK are either formed or registered under the Companies Act 2006.
In addition, companies incorporated outside the UK which have established a place of business here must register in the UK. The late filing penalties legislation applies to all companies registered with Companies House.
If a company is registered outside the UK, the Overseas Companies Regulations 2009 allow it to file its accounts with the Registrar as follows:
- if the company is incorporated in an EEA State, chapter 2 of the regulations states three months from the date those accounts had to be lodged with the equivalent authority under the parent company's domestic law
- if the company is incorporated in a non-EEA state, chapter 3 of the regulations states thirteen months after the end of the Accounting Period
Paragraph 19 Schedule 18 Finance Act 1998 applies to these cases.
Penalties
When late filing penalty legislation applies, the company is not liable to a flat-rate penalty if it delivers its return by the permitted later date. Example 1 (Word 29KB) demonstrates this.
If a company fails to deliver its return by the later date, it becomes liable to a flat-rate penalty under the appropriate legislation for the return period concerned. Example 2 (Word 29KB) demonstrates this.
If the Secretary of State has granted an extension, but Paragraph 19 Schedule 18 Finance Act 1998 does not apply solely because the period of account and the return period do not exactly coincide, you should regard the company as having a reasonable excuse up to the final day of the extension period.
This provision does not affect any liability the company may have to tax-related penalties.
When the Secretary of State grants an extension to a date beyond that on which a tax-related penalty is incurred, it is likely that the reason for the extension will amount to a reasonable excuse. If, exceptionally, there seems to be no reasonable excuse in these circumstances, you should refer the case to the Tax Administration Advice team before charging a tax-related penalty.
You can find information on making the referral by going to the Central Tax and Strategy Group website, selecting the Central Policy link, the What We Do link then Tax Administration Advice.
You use function RDAC (Record Filing Date Adjustment) to enter a deferred filing date on a company’s COTAX record.
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