Companies House, HMRC Stamp Office and COVID-19

3rd April 2020 Corporate

If you own a limited company, you will be well aware that there are a number of obligations to Companies House and HMRC regarding filings which carry strict deadlines. Interaction with Companies House and the Stamp Office is a significant part of the work that our Corporate Team carries out on behalf of our clients.

This page will provide you with some information as to how Companies House and the Stamp Office are working to ensure that their service remains strong during this difficult period of measures to tackle the spread of COVID-19.

For the most part, both Companies House and the Stamp Office are functioning as normal, emphasising that many filing deadlines remain in place and that fines will be imposed if they are missed. Many of these fines are statutory and therefore discretion not to collect them is limited, however both Companies House and the Stamp Office offer appeals processes; whether an appeal will be granted will depend on the facts of each case and the impact COVID-19 has had on a company or persons’ ability to meet those deadlines.

An exception to this is a Companies House application system for an automatic and immediate three-month extension for filing company accounts. This application can be made online, and we would recommend your company take this opportunity for an extension if there is any doubt it may not be able to meet its accounts filing commitments during this time. If you require assistance in this, please speak with your company accountant.

As part of social distancing measures, many offices are closing and Companies House and HMRC are no exception. Companies House offices in Edinburgh, Belfast and London are all closed to the public, with the latter no longer offering postal services. For the time being, Edinburgh, Belfast and Cardiff offices of Companies House and the Stamp Office are operating and accepting certain postal documents. With that being said, Companies House and HMRC are encouraging the use of electronic filing systems wherever possible to help prevent the spread of COVID-19.

The Stamp Office have confirmed that they still require Stamp Duty documents to be signed with a wet signature, and documents are filed and Duty paid within 30 days of completion of the share transfer. However, the Stamp Office are not currently physically stamping documents and will not stamp physical documents sent recently, instead requiring stock transfers (or other instruments) to be sent to HMRC by email application with stamp duty paid in advance. Furthermore, all payments must be made electronically (by Faster Payment BACS or CHAPS), with HMRC confirming they will not be filing cheques until after COVID-19 measures are ended. We will therefore be working closely with clients to carry out the necessary procedures for correct execution of physical share transfer documents, and coordinating with clients and our Accounts team to manage filings and payments in accordance with deadlines.

As to Companies House, an extensive number of company documents can be filed electronically, including appointment of officers, changing of company and officer details, return of allotment of shares, and registrations relating to financial charges. JMW regularly use Companies House electronic filing rather than postal services to ensure delivery, therefore these processes remain largely unaffected and we are well placed to provide continued assistance with a wide variety of corporate dealings.

We understand that for many of our clients, their company may be a vital source of income and the result of a life’s work that must be protected during this unprecedented disruption to daily life and business. During this difficult period, our Corporate team remains active and available to assist in corporate and financial matters together with associated administrative commitments to Companies House and the Stamp Office. We will provide updates to our website with the latest information where possible, and if you would like to instruct JMW in any corporate matters please don’t hesitate to contact us.

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Mark Heppell is a Partner located in Manchester in our Corporate department

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Peter McDonnell is a Trainee Solicitor located in Manchesterin our Trainee Solicitors department

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