Certificate of good standing

The certificate of good standing certifies that your UK company has been in continuous, unbroken existence since its incorporation. Concurrently, there is no action is currently being taken to strike it off Companies House register.

Generally, it is very easy for your company to achieve good standing status. All you need to do is to make sure you submit your company accounts and confirmation statements with Companies House on time.

In addition, your company must meet minimum company officer appointments requirements. For example, a Public Limited Company (PLC) must have at least two directors and a company secretary with one person director. Whereas for a private limited company, you must have at least one person director.

Companies House will not issue your certificate of good standing if your company’s filings are not up to date. For example, your company account is overdue at the time you request your certificate, Companies House would not issue it until your company account is filed.

When do you require a certificate of good standing?

Normally, if your company are banking overseas, your foreign bank would require you to provide a certified and apostilled certificate of good standing issued by Companies House every year.

In this circumstance, you must obtain your certificate from Companies House first. Thereafter, you arrange your certificate to be stamped by the Foreign and Commonwealth Office (FCO). You must send in the original certificate not the photocopy of it.

Additional facts on your certificate

You can request to include additional certified facts on your certificate. These include:

  • directors’ names, and details such as date of birth or nationality
  • secretaries’ names
  • registered office address
  • the company’s objects
  • good standing statement

If you have any questions on how to obtain your certificate of good standing, feel free to contact our London accountants.

Register of directors home address

UK Company must keep and maintain the Register of directors home address. This register is different from that of the Register of directors.

The information you would need to keep and maintain include:

  • The usual residential address of each of your company’s directors.
  • If your director’s usual residential address is the same as his service address, as stated in your company’s register of directors then your register of directors’ home addresses need only contain an entry to that effect. However, this does not apply if his service address is stated to be your company’s registered office.

You must keep your directors’ home addresses private and confidential. Your company can only use this information to contact your director on matters related to Companies House. Unless your director has given his/her consent to use his/her residential address for other purposes or if so required by the court.

Companies House would not publish your director’s home address on their website or be made available for public inspection. If your director is using his home address as the registered office address, Companies House would not make reference to that fact. In other words, people would not know that you are using your home address as your registered office address or service address unless you tell them.

However, Companies House will provide your directors’ home addresses to Credit Reference Agencies and Specified Public Authorities.

Your confirmation statement

You must notify Companies House using the Form CH01 within 14 days of any changes to your director’s home address.

If you are filing your CH01 at the same time with your confirmation statement, check that Companies House already accepted your CH01 before filing your confirmation statement.

For instance, you are to submit your CH01 and CS01 (Confirmation statement) at the same time on paper form. Companies House rejected your CH01 because you put a PO Box address as the director’s home address. Of course your CH01 would be rejected. Your director cannot be possibly live in a letter box. Let say you did not know this. To save time, you send in CH01 and CS01 at the same time. Both documents would be rejected by Companies House.

The best way forward is to use the Companies House webfiling service. For this purpose, you would require your authentication code. Usually, Companies House would acknowledged acceptance of filing by email if you submit your CS01 and CH01 documents online.

Failed to maintain Register of directors home address

For limited company with registered office in England and Wales

Your company and all of your directors and company secretary is guilty of an offence under section 165 of the Companies Act 2006. This includes a shadow director. Consequently you all are liable on summary conviction to a fine not exceeding level 5 on the standard scale. In addition, for continued contravention, a daily default fine not exceeding one tenth of the greater of £5,000 or level 4 on the standard scale.

For limited company with registered office in Scotland and Northern Ireland

Your company and all of your directors and company secretary is guilty of an offence under section 165 of the Companies Act 2006. This includes a shadow director. Therefore, you are all liable on summary conviction to a fine not exceeding level 5 on the standard scale. And, for continued contravention, a daily default fine not exceeding one tenth of level 5 on the standard scale.

This section applies only to directors who are individuals, not the corporate directors.

Register of directors

Companies House requires your limited company to keep and maintain a register of directors. Furthermore, you must make your register available for inspection at your company’s registered office.

If your register is not kept at your registered office then you must provide your Single Alternative Inspection Location (SAIL) address. In this case, you must submit the form AD02. Subsequently, if you change your SAIL address, you must notify Companies House using the form AD03. Thereafter, if you would like to move your register back to your registered office address, you may do so too. Accordingly, you complete the form AD04.

Generally, you must keep the information about each director include the following.

For person director

  • Full name including any former name, if any.
  • A service address.
  • Home address include the country of residence.
  • Nationality.
  • Business occupation.
  • Date of birth.

For corporate director

  • The company or the firm name.
  • Its registered office or principal office.
  • For EEA company, where it is registered and its registered number.
  • For others, the legal form of the company or firm and the law by which it is governed and if applicable, where it was registered and its registration number.

Besides, your company must also notify your director’s details with Companies House. Additionally, you must also notify Companies House if there is any changes. This includes new director appointment and resignation as well as change of personal details.

For example, if you would like to remove a director, you complete the Companies House form TM01. On the other hand, if you would like to appoint a new director, you submit the form AP01 to Companies House. On one hand, for update of your existing director’s details, you file the form CH01. All these forms can be downloaded from Companies House website for free.

On the other hand, you must also include the latest directors information in your company’s confirmation statement. Confirmation statement is a compulsory filing and failure to do so is a criminal offence.

For one thing, you may use the standard company registers to maintain your limited company register of directors records. The registers booklet is organized into sections and the booklet is printed in A4 size.

Failure to keep the register of directors

Accordingly, there are consequences for failing to keep and maintain your register of directors. The level of fines imposed on your company is dependent on which country your company was originally incorporated.

For company registered in England and Wales

Your company and all of your directors (this includes a shadow director) and company secretary is guilty of an offence under Section 162 of Companies Act 2006 is liable on summary conviction to a fine not exceeding level 5 on the standard scale. And, for continued contravention, a daily default fine not exceeding one tenth of the greater of £5000 or level 4 on the standard scale.

For company registered in Scotland and Northern Ireland

Your company and all of your directors (this includes a shadow director) and company secretary is guilty of an offence under Section 162 of Companies Act 2006 is liable on summary conviction to a fine not exceeding level 5 on the standard scale. And, for continued contravention, a daily default fine not exceeding one tenth of level 5 on the standard scale.

In the event that you refused inspection of your register. The court may issue an order to compel you to give immediate inspection of it.

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