Confirmation statement overdue: deadline, offence and strike-off risk
When is a confirmation statement overdue?
A confirmation statement is overdue from the day after the 14-day filing window closes at the end of the company's review period. The review period is 12 months, starting from incorporation for the first statement and from the last confirmation date after that (Companies Act 2006, s.853A).
What the statement contains, what it costs and how filing early resets the cycle are covered in our glossary entry on the confirmation statement. This guide is about what happens when it is late, and how to read an overdue flag on someone else's company.
Key facts:
- Failing to deliver a confirmation statement within 14 days after the review period ends is an offence by the company and every officer in default (Companies Act 2006, s.853L).
- Companies House says a company can be fined up to £5,000 and may be struck off if it does not file (GOV.UK).
- Since 2 May 2024, Companies House can impose a financial penalty as an alternative to prosecution, after a warning notice that gives at least 28 days to comply (GOV.UK).
- Companies House will not accept a confirmation statement until all directors have verified their identity (GOV.UK).
- On 1 October 2026, 423,006 companies carried a proposal to strike off, and 58% of them were also overdue with accounts (UK Company Data, strike-off study).
What happens if a company does not file?
Three things can follow a late confirmation statement: prosecution, a financial penalty, and strike-off. Unlike late accounts, there is no automatic fixed late filing penalty; the consequences depend on how Companies House chooses to enforce.
The criminal offence
Section 853L of the Companies Act 2006 makes the failure an offence by the company and by every officer in default, including shadow directors. On conviction in England and Wales the penalty is a fine, plus for continued failure a daily default fine not exceeding the greater of £500 and one-tenth of level 4 on the standard scale. In Scotland and Northern Ireland the fine is up to level 5, with a daily default fine of up to one-tenth of level 5.
The offence stops continuing once the company delivers a statement with a confirmation date no later than the last day of the review period concerned.
Financial penalties without prosecution
Since 2 May 2024, under the Economic Crime and Corporate Transparency Act 2023 (Financial Penalty) Regulations 2024, the registrar can impose a financial penalty when satisfied beyond reasonable doubt that a relevant offence has been committed. Companies House announced in September 2024 that it would use its new powers to enforce the requirement to file a confirmation statement on time.
Before a penalty, Companies House sends a warning notice, and the company has at least 28 days, starting the day after the notice date, to file or make representations. The amount depends on culpability and harm, and the registrar can still choose prosecution where the case warrants it.
Strike-off
Persistent failure to file is one of the routes to compulsory strike-off. If the registrar has reasonable cause to believe a company is not carrying on business, it can start the process under section 1000, and a company that files nothing looks like a company that has stopped. The steps from warning letters to dissolution are in our guide to the first Gazette notice for compulsory strike-off.
Why statements are going overdue in 2026
Identity verification is a new and common reason for a late confirmation statement. Since 18 November 2025, existing directors confirm that they have verified their identity when the company files its next confirmation statement, during a 12-month transition period that runs to mid-November 2026.
Companies House will not accept the statement until every director has verified and provided their Companies House personal code. A company with one director who has not verified cannot file at all, so the statement goes overdue even if the rest of the company's administration is in order.
For a company checking a supplier or customer, this means an overdue confirmation statement in late 2026 may be an identity verification delay rather than abandonment. It is still worth a question, because a director who will not verify is itself a warning sign.
How to check another company's confirmation statement due date
You can see any company's confirmation statement dates for free on the Companies House register, without an account. Search the company by name or number and look at the overview page.
- Find the "Confirmation statement" block on the company overview.
- Read "Next statement date" (the end of the current review period) and "due by" (14 days later).
- If the due date has passed, the register marks the statement as overdue.
- Open the filing history and look for the last "Confirmation statement made on [date]" entry to see how long the gap is.
The same dates are available in bulk in the free monthly register file and through the Companies House public API, which returns an overdue flag. To follow one company, the free Companies House Follow service emails you when it files something.
Reading the gap
The length of the delay tells you more than the flag itself. Use the filing history to put the overdue statement in context.
| What you see | Likely reading |
|---|---|
| Statement a few days or weeks overdue, accounts up to date | Administrative slip or an identity verification delay |
| Statement and accounts both overdue | Nobody is looking after the company; ask questions before extending credit |
| Statement overdue and directors resigned | The company may have been abandoned |
| Statement overdue and a first Gazette notice | Strike-off is under way; act now if the company owes you money |
| Repeated late statements in past years | A pattern of weak administration |
Overdue statement vs overdue accounts
An overdue confirmation statement is often a stronger warning than late accounts, because the statement is short, needs no accountant and costs £50 online. Missing it usually means no one is checking the company's post or email.
| Confirmation statement | Annual accounts | |
|---|---|---|
| Frequency | At least every 12 months | Every financial year |
| Deadline | 14 days after the review period ends | Normally 9 months after the year end for a private company |
| Automatic late filing penalty | No | Yes, £150 to £1,500 for a private company |
| Criminal offence if not filed | Yes, s.853L | Yes |
| Can lead to strike-off | Yes | Yes |
The accounts side is covered in what "accounts overdue" means. On 1 October 2026, 93,785 active companies (1.8%) were past their accounts due date (overdue accounts study).
To see a company's confirmation statement and accounts due dates side by side, search it on our accounts page.
Sources
- Companies Act 2006, section 853A: duty to deliver confirmation statements, legislation.gov.uk, accessed 17 October 2026.
- Companies Act 2006, section 853L: failure to deliver confirmation statement, legislation.gov.uk, accessed 17 October 2026.
- Confirmation statement guidance, GOV.UK, accessed 17 October 2026.
- Running a limited company: confirmation statement, GOV.UK, accessed 17 October 2026.
- Companies House approach to financial penalties, GOV.UK, accessed 17 October 2026.
- Companies House implements new powers with new non-compliance penalties, GOV.UK, 30 September 2024, accessed 17 October 2026.
- Companies House confirms identity verification rollout from 18 November 2025, GOV.UK, accessed 17 October 2026.
- Follow companies for free, GOV.UK, accessed 17 October 2026.
FAQ
What happens if a confirmation statement is late?
Not filing within 14 days after the review period ends is a criminal offence for the company and every officer in default, punishable by a fine and a daily default fine. Since May 2024, Companies House can instead impose a financial penalty after a warning notice giving at least 28 days to file. Persistent failure can also lead to compulsory strike-off.
Is there an automatic penalty for a late confirmation statement?
No. Unlike accounts, there is no fixed late filing penalty that applies automatically. Companies House can prosecute, or impose a financial penalty after sending a warning notice that gives the company at least 28 days to file or make representations. GOV.UK guidance says a company can be fined up to £5,000 and may be struck off if it does not file.
How do I check when another company's confirmation statement is due?
Search the company on the Companies House register and look at the confirmation statement block on the overview page. It shows the next statement date and the due by date, which is 14 days later, and marks the statement as overdue once that date passes. The filing history shows when the last statement was made. Both are free to view.
Can a company file its confirmation statement if a director has not verified their identity?
No. Since identity verification began on 18 November 2025, every director must have verified their identity and the company must give each director's Companies House personal code when filing. Companies House will not accept the statement until all directors are verified. Existing directors confirm this with the first statement filed during the 12-month transition period.
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