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Annual Returns


Annual Returns

1. How should I fill in the statement of capital in my annual return?

When completing a statement of capital, in the annual return form, it is important that a company does not leave blank the field for the amount paid up on each share, or the form will be rejected by Companies House’s system.

The statement of capital requirement in the Companies Act 2006 is intended to provide a snapshot of a company’s capital structure. A statement of capital is required each year in the annual return, and whenever a company changes its capital.


We are aware that one of the details required to be included in the statement of capital can cause problems for certain companies that have a complex history of allotting shares and managing their capital structure. In particular, we understand that in certain circumstances it may not be possible or meaningful for a company to identify the amount of premium paid up on each share.

We are working with the Institute of Chartered Secretaries and Administrators (ICSA), who first drew this to our attention, and with other stakeholders to seek a resolution of this problem. Until this problem is resolved, we hope that companies with complex capital histories will do what they can to provide numbers in their statements of capital that provide a pragmatic allocation of their share premium reserve between shares or classes of shares. ICSA has published guidance on this (read the guidance), explaining the problem and outlining a recommended approach.

 

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