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On 27 June 2020, the Companies etc. (Filing Requirements) (Temporary Modifications) Regulations 2020 (the “Regulations”) introduced temporary measures to relieve the burden on businesses during the COVID-19 outbreak and allow them to direct their efforts on continuing to operate throughout the pandemic.
These temporary measures applied to different business entities, including public companies and private companies, and brought in a variety of extensions in relation to required company filings with Companies House. The extensions related to the filing of accounts, confirmation statements, event-driven filings (changes to companies), and mortgage charges.
From April 5th 2021, these temporary extensions came to an end so from now on, all filings to be made at Companies House should be completed in line with standard deadlines that applied prior to June 2020.
A brief outline of the extension and standard position going forward has been set out below:
- Mortgage Charges
For the last 9 months, companies have had an additional 10 days to file the particulars of a charge to Companies House, up from delivering to Companies House within 21 days of creation prior to COVID-19 changes.
From now on, the automatic 10-day increase will no longer apply and any charge documentation will now require to be delivered to Companies House within 21 days. This also applies to the alteration of floating charges in Scotland.
It is important to note the date a charge is created on as that is the starting point for the 21 day period, and it does include weekends and public holidays. Failure to deliver within that time period means a court order is required to give a longer time to register the charge or it becomes an unsecured charge.
- Event-driven Filings
Extensions were also provided to the filing of details of certain company events, which increased to 42 days from the relevant event. This meant that changes to director details, registered office updates or PSC updates had a longer period to be filed and updated at Companies House.
Beyond April 5th 2021, company’s will now be required to revert back to the rules prior to June 2020 and ensure that any event-driven changes to a company are updated on Companies House when they occur.
The annual account filing extensions introduced applied an automatic three-month extension for private companies and limited liability partnerships (LLPs), giving them 12 months from the account reference date to file annual accounts.
With this extension due to come to an end, there will be some scope for companies to apply to Companies House for an extension in limited circumstances like where a company has had COVID-19 related issues and needs a further three-month extension.It is important to note that companies which have already been provided an extension to their account deadline under the temporary measures of June 2020 may not be eligible, as the law only permits a maximum filing period of 12 months.
Individuals responsible for making filings on a company’s behalf should be assessing when their own company accounts will be due and if the company will be eligible for an extension. Filing deadlines can be checked on the general Companies House service. Where accounts are not filed on time, the result will be a late filing penalty for that Company.
- Confirmation Statements
Pre-COVID-19, there was a 14-day deadline (from the end of the company’s review period) to file a company’s confirmation statement. This was extended to 42 days under the temporary measures and automatically applied to relevant entities.
Similar to the filing of annual accounts, this extension no longer applies beyond 5th April 2021. Companies will be required to revert back to using the 14-day deadline. As with the checking of annual accounting periods above, interested parties should be consulting Companies House service to ensure they are aware of the company’s review period and what date this 14-day deadline will fall on going forward.
- Steps to Take
With the end of the temporary measures introduced last year, companies should now be reverting to “business as usual” in terms of Companies House filings. Individuals responsible for making relevant filings on a company’s behalf should be taking note of the end to the temporary measures brought in by the Regulations. Officers of companies should be aware of their responsibility under the law to ensure filings are made timeously.
Serious consequences can await those companies who do not adhere to the relevant filing dates required. This includes late filing penalties for late submission of annual accounts and potential striking for repeated failure to file relevant information with the Registrar.
If you carry out a review of the company’s current status, this will let you see that all relevant filings are up to date and give you time to submit any necessary filings going forward to Companies House on time.
For all Corporate and Commercial matters please get in touch with the Blackadders’ Corporate and Commercial Team working in Aberdeen, Dundee, Edinburgh, Glasgow, Perth, and across Scotland.
Paul Nash, Trainee Solicitor
Corporate and Commercial
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