FID Trust International

 All limited and unlimited companies, whether or not they are trading, must keep accounting records.

Generally, accounts must include:

  1. a profit and loss account (or income and expenditure account if the company is not trading for profit);
  2. a balance sheet signed by a director;
  3. an auditors’ report signed by the auditor (if appropriate);
  4. a directors’ report signed by a director or the secretary of the company;
  5. notes to the accounts;
  6. and group accounts (if appropriate).

Certain information may be omitted from the accounts 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 accounts they file at Companies House. Very small companies and dormant companies may also be exempt from audit.

Please note: For financial years beginning on or after 1 January, the accounts may be prepared in accordance with international accounting standards.

All limited and public limited companies must send their accounts to the Registrar. If they are eligible and wish to, medium-sized, small, very small and dormant companies may prepare and file ‘abbreviated accounts’.

Unlimited companies need only deliver accounts to the Registrar if, during the period covered by the accounts, the company was:

  1. a subsidiary or a parent of a limited undertaking;
  2. or a banking or insurance company (or the parent company of a banking or insurance company);
  3. or a ‘qualifying company’ within the meaning of the Partnerships and Unlimited Companies (Accounts) Regulations 1993;
  4. or operating a trading stamp scheme.

A company’s first accounts 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 accounts start on the day after the previous accounts ended. They finish on the ARD or up to 7 days either side of it.

If you are filing your company’s first accounts 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 ARD, whichever is longer. The deadline for delivery to the Registrar is calculated to the exact day.

Unless you are filing your company’s first accounts the time normally allowed for delivering accounts to Companies House is:

  1. for a private company, 10 months from the ARD;
  2. for a public company, 7 months from the ARD.

However, if the accounting reference period has been shortened, the time allowed for filing the accounts is the longer of:

  1. for a private company 10 months (or for a public company 7 months) from the ARD;
  2. 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 accounts: A period of months after a given date ends on the corresponding date in the appropriate month.

Accounting Reference Dates

Another term for a ‘financial year’ is an ‘accounting reference period’.

The accounting reference period ends on the accounting reference date (ARD) or a date up to seven days either side of the ARD, if this is more convenient.

You can change the first accounting reference period and subsequent accounting reference periods by changing the ARD.

You may change an ARD by shortening an accounting reference period as often as you like and by as many months as you like. However, there are restrictions on extending accounting reference periods: You may not extend a period so that it lasts more than 18 months from the start date of the accounting period. You may not extend more than once in 5 years.

Late Filing Penalties

All companies – private or public, large or small, trading or non-trading – must send their accounts to the Registrar of Companies every year. If accounts are delivered late, the Registrar will impose an automatic penalty.

Late filing penalties were introduced in 1992 to encourage directors of limited companies and designated members of limited liability partnerships to file their accounts on time because they must provide this statutory information for the public record. Section 242A of the Companies Act 1985 says that penalties will be imposed on any company / llp that delivers its accounts to Companies House after the period allowed for filing. (’Statutory’ means by law.)

If you are filing your company’s first accounts 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 / limited liability partnerships and 19 months for public companies.

If your company’s accounting period does not end on the last day of a month, then each period ends on the corresponding date in the appropriate month. For example, a private company with an accounting reference date (ARD) of 10 September has until 10 July the following year to deliver its accounts.

Important: if you have any doubts about the deadline for your company’s accounts – contact us on 0870 33 33 636 and ask us to confirm when your accounts should be filed.

Remember: it is the date of delivery to the Registrar which is important – not the date of posting.

Please note: if a filing deadline expires on a Sunday or Bank Holiday the law still requires accounts to be filed by that date. So you should ensure that they are posted in time to arrive before such a deadline.

Remember: the Registrar will not waive a penalty if your accounts are delayed in the post. To help you file on time:

  1. mark your diary or calendar to remind you in good time of the filing deadlines;
  2. read the filing reminders we send to your registered office;
  3. if appropriate, instruct your accountants in good time and remind them of the need to prepare and deliver your accounts on time.

If your company has overseas interests, and the financial year begins before 1st January, you may claim a three-month extension by delivering Form 244 to the Registrar before the end of the normal period allowed for filing. (Form 244 cannot be used for financial years which begin on or after 1st January but an extension to the filing period may still be granted in exceptional circumstance). If there is a special reason for seeking a filing extension, then in exceptional circumstances the Secretary of State may extend the time for filing (see section 244(5) Companies Act 1985 as amended) …

To avoid problems, we recommend that accounts are delivered as soon as they are complete and as far as possible in advance of the end of the period allowed for delivery.

If accounts are delivered late, an invoice is issued automatically to your registered office address.

If it remains unpaid, legal action may be taken which could result in a County Court judgment or a Sheriff Court decree against your company.

Late filing penalties are imposed on the company under civil law. Failure to pay a late filing penalty can result in a County Court judgment (or Sheriff Court decree) against the company. Failure to file accounts is a criminal offence which can result in directors being fined personally in the criminal courts. In addition to the directors being fined, the Registrar may take steps to strike the company off the public record.

Important: Both a penalty and a fine could be payable for the same set of accounts if they are not filed on time, and then delivered late.

Please contact us by telephone 0207 439 3400 (0044 207 439 3400 – International) or E-mail if you wish to order this service from us.