Direct filings at Companies House – written resolutions and new articles of association
Can I use Kudocs to file written resolutions or new articles of association at Companies House? Unfortunately not. The method Companies House uses to allow services like Kudocs to file documents does not – yet – allow for resolutions or new articles to be filed. Hopefully they will be building it soon! As soon as they do, we will enable you to make use of it!
Kudocs tells me that I need to file a document directly at Companies House – why? Companies House does not yet allow all documents to be filed via software filing systems (like Kudocs) or, indeed, its own electronic filing system – webfiling. They are working on expanding the range of documents that can be filed electronically, and as soon as they add new documents, Kudocs will enable you to do so.
What documents do I need to file directly at Companies House? There is a range of documents but, generally speaking, they are not the most common. The documents that need to be filed directly include SH02, SH03, SHo6, RP04, special resolutions, new articles of association, any statement of capital with a nominal value of more than 6 decimal places, etc.
When you need to file a document directly, Kudocs will notify you and explain how to do so.
What written resolutions do I need to file at Companies House? This is governed, for the most part, by s.29 of the Companies Act 2006. It details what needs to be filed at Companies House, and includes:
- Any special resolution
- Any resolution or agreement that effectively binds all the members of a class of shareholders, even if not all the members of that class agreed to it (ie it did not have 100% majority).
- Any other resolution or agreement which some other legislations states need to be filed (e.g. the board resolution approving re-registration).
If you are unsure about any of this, please seek professional advice.
How do I file a document directly at Companies House? For the most part, you have to do it manually (by post) – see here. There are some instances where you might be able to upload the document directly at Companies House. For more information, see here .
Will Kudocs update to reflect that I have filed the document directly at Companies House? No, there is no need. If you have completed a process in Kudocs that has a filing that needs to made directly, all the relevant information will be in Kudocs already. So there is no need to get additional information from Companies House (and they don’t update us anyway!)
How do I file written resolutions/ articles of association at Companies House? You can always submit a document manually by post. However, depending on what type of document it is, you may be able to upload it directly to Companies House which is usually faster.
If you want to submit by post, these are the addresses to use:
For companies registered in England and Wales:
DX 33050 Cardiff
For companies registered in Scotland:
Edinburgh Quay 2
LP – 4 Edinburgh 2 (Legal Post) or DX ED235 Edinburgh 1
For companies registered in Northern Ireland:
32-38 Linenhall Street
DX481 N.R. Belfast 1