Charge and Mortgage Forms

Charge and mortgage forms to register the security given for your loan or borrowings. This is compulsory for limited company incorporated in England and Wales.

How to register a charge or a mortgage

Firstly, you must download the latest version of the relevant Companies House form to register your mortgage or a charge. You may find the form reference in the table along with the purpose of the form.

Go to GOV.UK website to download the latest form. Alternatively, you may type the form reference on google. For example, MR01. choose the link with the MR01 in PDF format.

Concurrently, your company must register the security give on loan using within 21 days.

Companies House forms

Form referencePurpose of filing
MR01Register particulars of a charge.
MR02Particulars of a charge subject to which property of undertaking has been acquired.
MR03Particulars for the registration of a charge to secure a series of debentures
MR04Register a statement of satisfaction in full or part of a charge
MR04 continuation pageRegister a statement of satisfaction in full or part of charge continuation page to provide a description of instrument and short particulars of the property or undertaking charged.
MR05Statement that part or the whole of the property charged (a) has been released from the charge (b) no longer forms part of the company’s property
MR05 continuation pageStatement that part or the whole of the property charged (a) has been released from the charge (b) no longer forms part of the company’s property continuation page to provide
a description of instrument and short particulars of the property or undertaking charged and description of assets or property.
MR06Statement of company acting as a trustee
MR07particulars of alteration of charge (particulars of a negative pledge)
MR07 continuation page 1particulars of alteration of charge (particulars of a negative pledge) continuation page to provide description of instrument.
MR07 continuation page 2Register particulars of alteration of a charge (MR07 continuation page 2)
MR08particulars of a charge where there is no instrument
MR09particulars of a charge subject to which property or undertaking has been acquired where there is no instrument
MR10Particulars for the registration of a charge to secure a series of debentures where there is no instrument
RM01notice of appointment of an administrative receiver, receiver or manager
RM02notice of ceasing to act as an administrative receiver, receiver or manager

Delay to register a charge or mortgage

Delay to register a charge or mortgage with Companies House may result your company director being liable to a fine.

What is a charge or mortgage?

When your company give a security for a loan, this transaction must be registered with Companies House with 21 days. The security is called a charge or a mortgage.

Delay to register a charge post a risk to your lenders and creditors. In the event of your company’s going bust or become insolvent, the loan or debt will not be treated as secured loan. This will result in the debts being settled after all the registered secured creditors are being paid. Thus, it is imperative that you register the security on time.

Apply to Court for extension if delay to register a charge or mortgage

Companies House will not be able to extend the 21 days time limit allowed for registering a charge. You must apply to court for an extension. For this reason, do check with your accountant or lawyer if you find yourself in this situation. Companies House would not be able to guide your through the court process.

Who is responsible?

Your company director is responsible to register a charge or mortgage with Companies House. Failure to do so, will lead to your company being fined.

How to file a charge or mortgage

It is important that you register your charge or mortgage as soon as your transaction with your lender completed. For instance, if you borrow money to buy a property, and your lender put a charge on the property. You must register this as soon as possible.

In this case, you would download the correct Companies House forms i.e. the form MR01, from Companies House website. You fill in the form and submit it together with the legal documents evidencing the charge to Companies House within 21 days.

SIC code

Your limited company must specify a SIC code when completing your Confirmation Statement for submission with Companies House. You must choose the SIC code that closely match your company’s business activities.

What is SIC codes?

SIC stands for The United Kingdom Standard Industrial Classification of Economic Activities. The SIC code is a pre-defined 5 digits numbers used in categorisation of UK businesses’ trading activities. Companies House works closely with the Office of National Statistics to collect statistical trading data for governmental analysis purposes.

Your company’s business activities

Your limited company can have more than one business activities.
Select the SIC codes that closely match your business activities when filling in your Confirmation statement.

For example, you may two main business activities under your company. Say, interior design service and letting of your own property. Your codes can be 74100 for specialised design activities and 68209 for Other letting and operating of own or leased real estate.

New SIC code has 5 digits

Companies House will reject your Confirmation Statement if you use the outdated SIC codes. The latest version is called SIC code version 2007.

It is recommended to file your Confirmation statement online if possible because the SIC codes in the Companies House’s web filing service is the updated version of the codes.

For examples, a dormant company must use the SIC code of 99999 and for non-trading company, the code is 74990.

Old SIC codes has 4 digits

If you are looking at 4 digits SIC codes list then you know it is not the latest version codes.

Take the same examples above, a dormant company under the old code would have a code read 9999 and the new code is 99999. For a non-trading company, the old code was 7499 and the new code is 74990.

Convert old SIC to new SIC code

Let say, your current business activity is buying and selling your own property for a profit. The code to use under the old code is 7012 for buying & sell own real estate.

When filing your confirmation statement using the 2007 version of SIC codes, you would choose the code 68100 with the description buying and selling of own real estate.

Another example for you. If your company was setup to manage residential property, the old code was 9800 for residents property management and the new code is 98000 with the exact same description.

Describe your trading activity

If you are unable to find suitable SIC code that closely match your principal business activity, you must provide brief description of your trading activity in your Confirmation statement CS01 part 1 form.

Change company registered office address

Change your company registered office address when you are no longer able to access mails sent to there. At the same time, you notify Companies House with your new address.

The UK company law require every limited company must to have a valid registered office address at all times. So that you could receive all formal letters and legal notices sent there.

Generally, Companies House and HM Revenue and Customs send all of their correspondences to your company’s registered office address only. Therefore, you must ensure your company registered office address is up to date and that all mails can reach you.

How to change company registered office address?

First of all, you change your company registered office address with the Companies House form AD01. You deliver the form AD01 to Companies House within 14 days.

Universally, your new registered office address cannot be a PO Box address. As a rule, it must be a physical address. However, the address need not be where your company carries out their operations.

For example, you may use your accountant’s office as your company registered office address while you operates your business somewhere else.

In other words, your registered office address need not be the same as your business address. Commonly, businesses based outside United Kingdom but trading as limited company adopt that practice.

Update your company official stationery

Thereafter, you must also update your company official stationery. This would include your letterhead, website and any formal correspondences.

Submit Confirmation statement

On the other hand, you must also include your company registered office address when filing your confirmation statement.

Inform HM Revenue and Customs

In addition, you are to notify HM Revenue and Customs (HMRC) of your company’s new registered office address.

HMRC and Companies House are separate governmental bodies for companies in the UK.

How to avoid late filing penalty

How to avoid late filing penalty is simple. As you already know every limited company must file their accounts by due date. For this reason, all you need to do is to find out when is your due date and plan backward.

On the other hand, if you are not sure when is your company’s accounts filing due date, use Companies House Web check service to check or ask your accountant.

Ordinarily, Companies House will issue late filing penalty if your company accounts were submitted late. You must pay the penalty and no excuse unless your circumstance is exceptional.

Avoid late filing penalty

Principally, your company director has a duty to ensure your company accounts are delivered to Companies House on time.

For instance, a private limited company (LTD) is allowed to file their company accounts with Companies House within nine months after the accounting year ended. Whereas a public limited company (PLC) has six months to deliver their company accounts.

Guaranteed royal mail service

First of all, if your company filing deadline is next day. With this in mind, you may like to consider using guaranteed next day delivery post service.

First thing to remember the first class mail in the UK does not guarantee next day delivery. You will get late filing penalty if your company accounts reach Companies House late even by just one day. The penalty is £150 if your company is a limited company and for a public company you will receive a £750 penalty notice.

Accounts rejected by Companies House

In circumstance where you delivered your company accounts on time but later your account was rejected. For example, your director has not signed the balance sheet page. In other words, your company accounts do not meet the requirements of the Companies Act 2006. Later, you resubmit your accounts with Companies House and this time you already passed the due date. In this situation, you will receive late filing penalty. Thus, you must allow contingency plan for this kind of unforeseen situation.

Reminders for yourself

If you already know your company accounts filing deadline, mark your company accounts filing deadline in your diary or smartphone calendar. Set alert to remind yourself and to allow ample of time to prepare your company accounts and submit with Companies House.

Reminders from Companies House

Generally, Companies House sends out reminders to your company registered office address. Practically, you must act on reminders from Companies House promptly.

Besides, HM Revenue and Customs also send important letters to your company registered office. Usually, they require your directors must take some form of actions relating to your company tax affairs.

On the other hand, if you are unable to access mails sent to your company’s registered office address. Thus, it is time to change it. At the same time, you must notify Companies House of your new registered office address within 14 days accordingly.

Letters return to sender

Your letters would be normally be returned to sender if you no longer occupying the property or the current occupier marked your letters with “return to sender” and post it back to Companies House.

Renew service with service providers

Your service provide will return to your letters to sender if your company did not renew your address services on time. The problem arises is when you are expecting your company authentication code to do your Companies House filing online. For example, your confirmation statement already long overdue. As a result, Companies House may propose to strike off your company and eventually dissolve it.

If you want to get your authentication code you would have to renew your service with them anyway.

To avoid your letters return to sender, do renew your address service on time. So that no interruption to your mails service.

Change service provider

Sometime It is necessary to change your service provider especially if it seems like you are not getting any mails for your company for the entire year. Certainly. every company would receive reminders from Companies House for any filing due and a corporation tax reminder from HM Revenue and Customs. If you are not getting these mails every year then it is time to change your service provider.

Proof of address and identity documents

Above all you must provide proof of identity and proof of address to your service provider. This is a legal requirement before they could forward your mails to your preferred forwarding address.

Moved to new office

You have 14 days to inform Companies House of your new registered office address. You are to submit the Companies House form AD01 if the new office is also your registered office address.

Sign up for the Royal Mail forwarding service to continue to access mails sent to your old registered office address. You may stop the service as soon as your new registered office address is registered with Companies House.

Change your registered office

You can change your company’s registered office address online or on paper.

Your company’s authentication code is required if you are to submit the Companies House form AD01 using the webfiling service. You will get an email to confirm receipt of your submission and another email to confirm if your submission was accepted.

Alternatively, you may submit your form AD01 on paper. The form must be signed and dated by your director or company secretary. You may then post or hand deliver your form to the correct Companies House offices. Companies House will publish your new registered office address on their website if they accept your form. Otherwise you will receive your AD01 back suggesting amendment then re-submit.

You must also update your company official stationery with your new address accordingly. This includes your letterhead, websites and your other official company stationery.

Registered office address

Your registered office address must be in the United Kingdom. For example, if your company was incorporated in England, your new registered office address must be situated in England and it cannot be an address in Scotland or Northern Ireland.

Companies House do not accept a PO Box address as a valid registered office address for your UK company. It must be a physical address. Also, if you use your home address as your registered office, bear in mind that it will appear on Companies House website. Anyone can see it. Thus, If you do not want your home address to appear on the public register, consider using a service provider’s address.

Pay late filing penalty

Pay late filing penalty is a must unless you intend to appeal against it and that your circumstance is exceptional. Generally, your company receive a late filing penalty because your accounts were submitted late, even just by one day. Thus, you must pay the penalty.

Usually, Companies House issue late filing penalty invoice after they received your accounts. Ordinarily, the invoice would be sent to your registered office address. If you wish to clarify your late filing penalty invoice, you may contact Companies House.

Universally, your company may pay your late filing penalty by number of methods acceptable with Companies House.

Pay late filing penalty by Cheque

Firstly, if you are to pay for the penalty by cheque, please write the cheque payable to Companies House. Thereafter, you have to send the cheque to the correct Companies House offices.

For example, for companies registered in England and Wales, and Northern Ireland, your cheque must be sent to Cardiff office.

Companies House Cardiff
P O Box 710
Crown Way
Cardiff
CF14 3UZ

whereas, for companies registered in Scotland, the payment must be sent to Edinburg office.

Companies House Edinburg
4th Floor
Edinburg Quay 2
139 Fountainbridge
Edinburg
EH3 9FF

Also, please write your company registration number and company name on the back of your cheque. Then, send your cheque together with the remittance slip to the Companies House. Job done and that’s all you need to do.

Pay by bank transfer, BACS, internet transfer

Otherwise, you may pay your late filing penalty by bank transfer. Companies House bank details are as follows:

Account name:Late filing penalties receipts
Account no:41005309
Bank address:National Westminster Bank, Roath, Cardiff
Sort code:52 21 07
Swift code (for overseas payments):NW BK GB 2122X
IBAN: GB34NWBK52210741005309

Remember to email the bank payment details to FPFinance@companieshouse.gov.uk providing your company name and number to expedite the settlement.

If you require help with your company accounts, our accountants would be able to assist you and take care of your company accounts and filing for you. Feel free to contact us.

Late filing penalty

Many people think that a non-trading company or a dormant company does not have to deliver company accounts to companies House because the company has nothing to show the public. Consequently, they received late filing penalty.

In accordance to Companies Act, all limited companies including dormant company that has been not traded are legally required to submit company accounts with the Registrar of Companies by the due date.

It is important you put together the books and records and send it to your accountants within reasonable time to prepare your company accounts. Failure to do so, the company will have to pay late filing penalty. If you are not sure your company accounts filing due date, you can check it at Companies house website. www.companieshouse.gov.uk

It is important to note that a late filing penalty is automatically sent to your company registered office even if your company accounts are filed late just by one day.

The benefits of preparing your company accounts soon after your accounting year ended allow you to assess the performance of your company in that financial year and set your goals for the future.

In addition, your accountants will be able to advice you your corporation tax payable to HM Revenue and Customs from the accounts prepared so that you know how much cash to put aside for your corporation tax bill.

If you are required guidance on filing your company accounts, feel free to contact our accountants, they will be more than happy to assist you.

Late filing penalty

Company accounts delivered late byLimited company (LTD)Public limited company (PLC)
no more than 1 month£150£750
no more than 3 months£375£1500
no more than 6 months£750£3000
More than 6 months£1500£7500

The late filing penalty for limited liability partnership (LLP) is similar to that of a limited company.

Unpaid late filing penalty

Settle your unpaid late filing penalty with Companies House on time. So as to avoid further legal costs add to your unpaid late filing penalty.

Usually, Companies House issue automatic late filing penalty to your company because your accounts were delivered late. You must pay the penalty unless the reasons for your late filing is exceptional. In that case, you may then appeal to the late filing penalty.

Correspondingly, Companies House will look into your appeal and if the outcome is in your favour, they will waive your late filing penalty. However, if they uphold their decision then you must pay the penalty.

Debt collector

Otherwise, Companies House will take action against you. You must write to Companies House if you cannot pay the penalty outright to arrange payment in installment. Preferably, before Companies House ask their debt collectors to collect the debt from you.

Complaint to Court

If you are not happy with the situation, the matter will be referred to the County Court or Sheriff Court. Companies House may also seek to recover the unpaid late filing penalty and their legal costs if the court finds in favour of The Registrar.

Late filing penalty notice

The late filing penalty notice you received gives details of the penalty imposed on your limited company or limited liability partnership. This includes your accounts filing due date and the actual date of Companies House received your company accounts.

Submit limited company document online

Submit limited company document online is quick compared to submitting your document in paper form with Companies House.

Limited company registered with the Companies House in the United Kingdom is allowed to submit your company documents online using the web filing service.

Below is the documents limited company can submit online with Companies House via their web filing service. You would require your company’s authentication code to submit your company document online. You have do not have your company authentication code, you may request Companies House to send you one.

Document nameForm reference
Confirmation statementCS01
Return of Allotments of SharesSH01
Change of registered office addressAD01
Appointment of directorAP01
Appointment of corporate directorAP02
Appointment of secretaryAP03
Appointment of corporate secretaryAP04
Change of director’s detailsCH01
Change of corporate director’s detailsCH02
Change of secretary’s detailsCH03
Change of corporate secretary’s detailsCH04
Termination of appointment of directorTM01
Termination of appointment of secretaryTM02
Notification of single alternative inspection location (SAIL)AD02
Notification of location of company records to the single alternative inspection location (SAIL)AD03
Change of location of company records to the registered office (SAIL)AD04
Change of Accounting Reference DateAA01
Notice of change of name by resolution (NM01) & Special ResolutionRES15
Dormant account and trading company accounts

Contact us if you require help with getting your company authentication code or submitting your limited company documents online.

12

Subscribe to our Blog

Enter your email address to subscribe to this blog and receive notifications of new posts by email.

Join 10 other subscribers.

Concise Accountancy

Registered as auditors in the United Kingdom by the Association of Chartered Certified Accountants. Company no. 06781243. VAT no. GB 970543023. Registered office at 85 Great Portland Street London W1W 7LT United Kingdom.

© 2019 Concise Accountancy - All Rights Reserved