Annual Report
Preparing and filing company accounts and the annual report
This page explains the basic rules on filing company accounts and the annual
report. It applies to all company accounts and the annual report irrespective
of whether any filing exemptions apply to the content of the company accounts
and the annual report.
1. Do all companies have to keep accounting records?
Yes. All limited and unlimited companies, whether or not they are
trading, must keep accounting records.
2. What does a set of company accounts and the annual report and the
annual report include?
Generally, company accounts and the annual report must include:
(a) a profit and loss account (or income and expenditure account if the company
is not trading for profit);
(b) a balance sheet signed by a director;
(c) an auditors' report signed by the auditor (if appropriate);
(d) a directors' report signed by a director or the secretary of the company;
notes to the company accounts and the annual report and the annual report;
and
(e) group company accounts and the annual report (if appropriate).
This guidance note cannot go into the detailed information that these documents
must contain - for this see the Companies Act. Certain information may be omitted
from the company accounts and the annual report and the annual report of medium-sized
and small (including very small and dormant) companies prepared under the special
provisions of part VII of the Act. These companies may further abbreviate the
company accounts and the annual report they file at Companies House 3. Very
small companies and dormant companies may also be exempt from audit.
3. Do all companies have to deliver their company accounts and the
annual report and the annual report to Companies House?
All limited and public limited companies must send their company accounts
and the annual report and the annual report to Companies House. If they are
eligible and wish to, medium-sized, small, very small and dormant companies
may prepare and file 'abbreviated company accounts and the annual report'.
Unlimited companies need only deliver company accounts and the annual report
and the annual report to the Registrar if, during the period covered by the
company accounts and the annual report and the annual report, the company was:
(a) a subsidiary or a parent of a limited undertaking; or
(b) a banking or insurance company (or the parent company of a banking or
insurance company); or
(c) a 'qualifying company' within the meaning of the Partnerships and Unlimited
Companies (company accounts and the annual report) Regulations 1993
(d) operating a trading stamp scheme.
4. What period must the company accounts and the annual report and
the annual report cover?
A company's first company accounts and the annual report cover the
period starting on the date of incorporation, not the first day of trading.
They end on the accounting reference date (ARD) or up to 7 days either side
of that date.
Subsequent company accounts and the annual report start on the day after the
previous company accounts and the annual report ended. They finish on the accounting
reference date or up to 7 days either side of it.
5. How long do I have to file my company's first company accounts
and the annual report?
If you are filing your company's first company accounts and the annual
report and they cover a period of more than 12 months, they must be delivered
to the Registrar within 22 months of the date of incorporation for private
companies and 19 months for public companies or 3 months from the accounting
reference date, whichever is longer. The definition of a period of months in
connection with filing the company accounts and the annual report also applies
to the first company accounts and the annual report. For example, a private
company incorporated on 1 January with an Accounting Reference Date of 31 January
has until midnight on 1 November (22 months from the date of incorporation)
to deliver its company accounts and the annual report, not 30 November.
6. How long do I normally have to file my company
accounts and the annual report?
Unless you are filing you company's first company
accounts and the annual report the time normally allowed
for delivering company accounts and the annual report to
Companies House is:
(a) for a private company, 10 months from the accounting reference date;
(b) for a public company, 7 months from the accounting reference date.
However, if the accounting reference period has been shortened, the time allowed
for filing the company accounts and the annual report is the longer of:
(a) for a private company 10 months (or for a public company 7 months) from
the accounting reference date; or
3 months from the date of the notice (Form 225).
Please be aware of the definition of a period of months in connection with
filing company accounts and the annual report.
A period of months after a given date ends on the corresponding date in the
appropriate month. For example a private company with an accounting reference
date of 30 September has until midnight on 30 July of the following year to
deliver its company accounts and the annual report, not 31 July.
If there is no corresponding date, the last day of the month will apply. For
example, a private company with an accounting reference date of 30 April has
until midnight on 28 February the following year to deliver its company accounts
and the annual report.
7. Can the time allowed for delivering company accounts and the annual
report be extended?
If a company carries on business or has interests overseas, a 3-month
extension to the normal filing period can be claimed by delivering Form 244
to Companies House. This form must be delivered before the normal filing deadline
and this must be done for every year that the company wishes to claim the extension.
It does not automatically apply from one year to the next.
An application may also be made to the Secretary of State for Trade and Industry
to extend the time for laying and delivering company accounts and the annual
report if there is a special reason for doing so. For example, if there has
been an unforeseen event which was outside the control of the company and its
auditors. The application must be made in writing, be delivered before the
normal filing deadline, and must contain a full explanation of the reasons
for the extension and the length of the extension needed.
8. What if the company accounts and the annual report are delivered
late?
There is an automatic civil penalty for late filing. The amount depends
on how late the company accounts and the annual report arrive and whether the
company is private or public. The fixed penalties are as follows:
Length of delay Public company Private company
(a) 3 months or less £ 500 £100
(b) 3 months one day to 6 months £1000 £250
(c) 6 months one day to 12 months £2000 £500
(d) More than 12 months £5000 £1000
Failing to deliver company accounts and the annual report on time is also
a criminal offence for which company directors may be prosecuted.
Please note: if a filing deadline expires on a Sunday or Bank Holiday the
law still requires company accounts and the annual report to be filed by that
date. So you should ensure that they are posted in time to arrive before such
a deadline.
9. Who can approve and sign company accounts and the annual report?
The company accounts and the annual report must be approved by the
company's board of directors and signed before they are sent to Companies House.
The balance sheet must be signed by a director, with any statements about accounting
or filing exemptions appearing above the director's signature.
The directors' report, if one is required, must be signed by a director or
the company secretary. If an auditors' report, special auditors' report or
accountants' report is attached to the company accounts and the annual report,
then it must state the names of the auditors or accountants and be signed by
them. You do not have to lay the company accounts and the annual report before
a general meeting of the company, or have them agreed by the Inland Revenue,
before sending them to Companies House.
10. What happens to documents sent to Companies House?
The documents and forms you deliver to Companies House are scanned
to produce an electronic image. The original documents are then stored, and
the electronic image is used as the working document.
When your business contacts view the company record, they see the electronic
image reproduced on-line or on microfilm. So it is important not only that
the original is legible, but that it can also produce a clear copy.
11. What happens if my documents do not meet the guidelines?
Section
706 of the Act allows Companies House to reject documents that cannot be captured
electronically, giving a notice saying why they are unacceptable. An acceptable
copy must be delivered within 14 days of the notice (otherwise we treat the
original as not having been delivered).
12. How should documents be set out?
Every document delivered to the Registrar must state prominently the registered
number of the company, and must comply with any requirements specified by
the Registrar relating to the legibility of that document.
Briefly, documents should be on A4 size, plain white paper between 80gsm and
100gsm in weight with a matt finish. Text should be black, clear, legible,
and of uniform density.
When you prepare a document:
(a) use black ink or black type;
(b) use bold lettering (some elegant thin typefaces and pens give poor quality
copies);
(c) don't send a carbon copy;
(d) don't use a dot matrix printer;
remember - photocopies can result in a grey shade that will not scan well;
use A4 size paper with a good margin; and include the company number in the
top right-hand corner of the first page.
Glossy company accounts and the annual report - If you are producing colour-printed
glossy company accounts and the annual report, please save them for your shareholders
and others who will appreciate them. Companies House requires black on white
with a matt finish. A typed, unbound version of a printer's proof is ideal,
provided it has the necessary signatures.
Annual Report is also know as
company report
company reports
annual company report
online company reports
online company reports_uk
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