Incorporation is not the end of the administrative work. It is the moment a set of recurring obligations begins, most of which run on dates fixed by your incorporation date rather than by the calendar year. Founders operating from another time zone tend to meet them late, and the penalties are automatic.
Two separate authorities, two separate calendars
This trips people up more than any other single point. Companies House is the registry: it holds the public record of who owns and runs the company. HMRC is the tax authority. They do not share a deadline, they do not share a reference number, and satisfying one does not satisfy the other.
What Companies House requires
- A confirmation statement at least once every twelve months, confirming officers, shareholders, registered office and the persons-with-significant-control register. It is a confirmation, not an update — changes must be filed as they occur.
- Annual accounts, prepared to the accounting reference date set at incorporation. First accounts run from incorporation and are due on a longer deadline than subsequent ones; every year after that is shorter.
- Event-driven filings within their own deadlines: a change of director, a change of registered office, an allotment of shares, a change in significant control.
Late accounts attract an automatic penalty that escalates with the delay and doubles if you are late two years running. There is no discretion at the first level of appeal for ordinary administrative oversight.
What HMRC requires
Corporation tax
You must tell HMRC when the company becomes active. From then, each accounting period generates a return and a payment — and the payment falls due before the return does. That ordering surprises founders every year: the tax is payable roughly nine months after the period ends, while the return itself is due twelve months after.
VAT
Registration becomes compulsory once taxable turnover crosses the registration threshold in any rolling twelve-month period — a rolling test, not a test at year end. Voluntary registration below the threshold is frequently worth it for a business selling to other businesses, because it allows input tax recovery and, candidly, because a VAT number is a credibility marker with British buyers. Returns are filed digitally under Making Tax Digital, with compatible software.
PAYE
The moment you have an employee — including yourself as a director taking a salary — you need a PAYE scheme and you must report on or before each payment date. Late real-time information reports generate their own penalties.
The penalty regime is automatic and unimpressed by intention. Diarise the dates at incorporation, not at year end.
The obligations founders discover late
- Registration with the Information Commissioner’s Office. If the company processes personal data — which includes holding customer or employee records — it is generally required to register and pay an annual data protection fee.
- Keeping the persons-with-significant-control register accurate, including where control sits with an overseas parent or through an agreement rather than through shares.
- Board minutes and the statutory registers, which banks and acquirers ask for and which are frequently never written.
- The employment law consequences of a first UK hire: a written statement of particulars from day one, workplace pension auto-enrolment, and employer liability insurance.
- For an overseas parent, the transfer pricing and intercompany documentation supporting whatever the UK entity is charged.
A workable operating rhythm
- 01At incorporation, write out every deadline for the next twenty-four months from the incorporation date and the accounting reference date. Put them in a shared calendar with a reminder four weeks before each.
- 02Appoint a UK accountant before you need one. Retrospective bookkeeping costs several times what concurrent bookkeeping costs.
- 03Reconcile monthly. A company that reconciles monthly can answer a bank or an investor in a day.
- 04Review the structure at the end of the first full financial year, when you have real figures rather than projections.
Written by Polaris Bridge Ltd. General information about UK and EU market entry — not legal, tax or financial advice.