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Article

The latest updates on Companies House reform

By:

Louise Kelly,

Claire Thomson

25 Oct 20244 min read

When we look back to this time last year we saw the culmination of several years’ work by the UK Government to reform Companies House, the UK’s Registrar.

Contents

This included updates to incorporating and dissolving companies and maintaining a public register of company information and culminated in the enactment of The Economic Crime & Corporate Transparency Act 2023 which received Royal Assent on 26 October 2023, and is being implemented in phases over the next few years.

On 16 October 2024, Companies House published their Outline Transition Plan. This included an indicative timeline for the introduction of the key provisions of this Act, two of which are the introduction of mandatory ID verification for directors, People with Significant Control (‘PSCs’) and others who make filings at Companies House, and the improvement of the accuracy and transparency of financial information held on the register.

Improving transparency includes mandating software-only filing and removing the ability for small and micro companies to file abridged accounts.

Find out more detail about this and the other provisions

Economic Crime and Corporate Transparency Act 2023

Read this article

Companies House is aiming to introduce voluntary ID verification in Spring 2025 and to begin the registration process of Authorised Corporate Service Providers who wish to conduct these verification checks. By Autumn 2025, it is intended that ID verification will be a compulsory part of incorporation and for any new appointments of directors and PSCs in existing companies.

A 12-month transition phase will also be launched at this stage for any current directors and PSCs to have their ID verified. The ID verification process for existing directors and PSCs will take place as part of the entity’s annual Confirmation Statement filing process. It is not anticipated that ID verification will be an annual requirement.

Once an individual has had their ID verified, this will remain effective indefinitely, however, Companies House do have the right to ask for reverification at any time.

By Spring 2026, it is also anticipated that ID verification will be a requirement in order to file any documents at Companies House.

It should be noted that the above plans require the passing of statutory instruments by Parliament, and so timings may be subject to change.

Furthermore, Companies House plan to mandate software-only filing for all accounts and remove the option for small and micro companies to file abridged accounts. This will result in items such as the profit and loss account, related notes and Directors’ report being presented and filed for all small companies. There is no timeline for the implementation of this change as yet.

Jonathan Reynolds, Secretary of State for Business and Trade, made a Statement on 15 October, announcing the Government’s plans to deliver “Invest 2035: The UK’s Modern Industrial Strategy”.

As part of this Strategy, the Government intends to uplift the size thresholds for companies, benefitting up to 132,000 companies. The Companies (Non-financial reporting) (Amendment) Regulations 2024 proposes the following updated thresholds:

	Micro	Small	Medium	Large
Annual turnover	Not more than £1m	Not more than £15m	Not more than £54m	More than £54m
Balance sheet total	Not more than £500K	Not more than £7.5m	Not more than £27m	More than £27m
Average number of employees	Not more than 10	Not more than 50	Not more than 250	More than 250

As with the current thresholds, in order for a company to change size category it will need to meet two out of the three qualifying criteria for two consecutive accounting periods, with the current ineligibility criteria remaining.

One of the most significant impacts of this change will be to increase the audit exemption and consolidation exemption thresholds. This will ultimately make the small and micro companies regimes accessible to more companies, as both are driven by the company size thresholds in the Companies Act 2006.

Finally, the Government also plans to remove redundant reporting requirements in the Strategic and Directors’ Reports, where there is perceived duplication of information, or where current disclosures are not deemed to add any value within the Report. Some minor technical fixes to the UK audit framework will also be implemented at this stage.

Grant Thornton will be providing more detailed information on these significant changes in due course. In the meantime, for further information, and to find out how Grant Thornton (NI) LLP can assist you in navigating these changes, please contact Louise Kelly, Partner.