Do You Need to File Overdue Confirmation Statements After Company Restoration?
Yes, if a company has overdue confirmation statements, those filings generally need to be dealt with as part of the restoration process. But there is an important distinction: for an administrative restoration, you should not normally wait until the company has been restored and then start working through its old confirmation statements. Companies House requires the documents needed to bring the company's record up to date before administrative restoration. Its guidance specifically identifies outstanding confirmation statements as documents that may need to be filed.
There is also a restoration-specific rule for Form CS01: when restoring a company, the confirmation statement must use the confirmation date that was due before the company was struck off. Companies House says a paper CS01 must be used for restoration and advises contacting it if you are unsure of the correct confirmation date. That makes the real question less about what happens after restoration and more about which overdue confirmation statements must be addressed to get the company restored in the first place.
What Is a Confirmation Statement?
A confirmation statement is an annual filing that confirms the information Companies House holds about a company is correct and up to date. Every UK company, including a dormant or non-trading company, must file one at least once every 12 months. This remains true even if nothing about the company has changed. A confirmation statement can contain or confirm information relating to matters such as:
- directors and company secretary;
- people with significant control (PSCs);
- registered office;
- registered email address;
- shareholders;
- share capital;
- SIC codes and business activities; and
- certain share-related information.
Companies House now also requires identity-verification information for directors in the circumstances specified by the current filing rules. This is different from annual accounts. Accounts tell Companies House about the company's financial position and performance. A confirmation statement is primarily about confirming the company's corporate information. A company undergoing restoration may therefore have both overdue accounts and overdue confirmation statements, and each needs to be considered separately.
Do You Need to File Overdue Confirmation Statements to Restore a Company?
For administrative restoration, generally yes. Companies House says that before applying for administrative restoration, you must deliver all documents necessary to bring the company up to date. Its examples include outstanding accounts, while the specific RT01 guidance expressly refers to outstanding accounts or confirmation statements that should have been filed when the company was dissolved.
The practical implication is important: An RT01 application is not simply a request to put a dissolved company back on the register. It also requires the company's outstanding filing position to be addressed. If confirmation statements were overdue when the company was struck off, they can form part of the restoration paperwork.
A simple example
Suppose ABC Trading Ltd:
- incorporated in 2020;
- filed its first confirmation statements normally;
- stopped keeping up with Companies House filings in 2024;
- failed to file a confirmation statement due in July 2024;
- was subsequently struck off and dissolved;
- is now being considered for administrative restoration.
The former director should not assume that submitting RT01 alone will solve the problem. The outstanding confirmation statement needs to be identified and dealt with as part of putting the company's Companies House record into the required position for restoration.
What Confirmation Date Should You Put on the CS01?
This is one of the most easily overlooked parts of the process. Companies House specifically states that when restoring a company, the CS01 must use the confirmation date that was due before the company was struck off. That means you should not simply use today's date because you are preparing the form today.
Example
Imagine:
- the company's previous confirmation statement had a confirmation date of 15 March 2024;
- its next confirmation statement was due in March 2025;
- the company was struck off in June 2025;
- restoration is being pursued in October 2026.
The restoration filing should be based on the confirmation date that was due before strike-off, rather than treating October 2026 as the company's historical confirmation date. If you are unsure which date applies, Companies House advises contacting it before filing the CS01. This is a small administrative detail, but an incorrect confirmation date can create unnecessary problems in an already complicated restoration application.
Are Confirmation Statements Filed Before or After Restoration?
This is where the wording of the question can cause confusion. For administrative restoration, the outstanding filing position is dealt with as part of the restoration process. Companies House says applicants must deliver the documents necessary to bring the company up to date before applying, and its restoration guidance specifically addresses outstanding documents and penalties.
So, if by “after restoration” you mean: “Can I restore the company first and then worry about the old confirmation statements?” That is not the normal approach for administrative restoration. Instead, the outstanding confirmation statement should be identified and prepared as part of the restoration application. The exact mechanics can differ depending on whether the company is being restored administratively or by court order, so it is important not to treat every restoration case as identical.
Do Confirmation Statements Continue During the Period of Dissolution?
This is another area where restoration rules can be misunderstood. A dissolved company is no longer on the register as an existing company in the ordinary sense. The restoration process therefore has special rules for dealing with filings that would otherwise have fallen due during the dissolution period. For accounts, Companies House expressly states that the period during which the company was dissolved is normally disregarded for calculating certain late-filing consequences. Accounts that became due while the company was dissolved are not subject to late-filing penalties on restoration.
The position should not be confused with simply assuming that every missed confirmation statement generates a conventional annual filing penalty for every year the company was dissolved. The key practical task is to establish which confirmation statement was actually due before dissolution and what Companies House requires for the restoration filing.
What If the Company Had Only One Overdue Confirmation Statement?
This is relatively straightforward. If the company had one confirmation statement due before it was struck off, that outstanding filing should normally be addressed as part of the restoration package. You should check:
- the company's filing history;
- its last confirmation statement;
- the confirmation date;
- the date on which the company was struck off;
- whether the relevant CS01 was filed; and
- whether any other company information needs updating.
Do not assume that an old company automatically has several confirmation statements outstanding simply because several years have passed since dissolution. The dissolution date matters.
What If Several Confirmation Statements Are Missing?
A company with a long history of missed filings requires more careful examination. For example, imagine a company that was struck off in December 2024 after failing to maintain its Companies House filings. Its last confirmation statement may have been filed in 2022, meaning there could be more than one outstanding confirmation statement before the dissolution date.
In that situation, the restoration process needs to account for the company's actual filing history rather than simply submitting one new CS01. A useful approach is to create a filing timeline:
| Event | Date |
|---|---|
| Last confirmation statement filed | Date |
| Next confirmation date | Date |
| Following confirmation date, if applicable | Date |
| First Gazette notice | Date |
| Final Gazette notice | Date |
| Dissolution | Date |
| Proposed restoration | Date |
This makes it much easier to identify what was outstanding when the company disappeared from the register.
Do You Pay a Fee for an Overdue Confirmation Statement?
Yes, confirmation statements can involve filing fees. As of the current Companies House fee structure, the standard confirmation statement fee is £50 when filed online or £110 for a paper CS01. However, restoration has its own filing requirements, and the CS01 used for restoring a company is a paper filing.
The restoration application itself also has a separate fee. The current fee for administrative restoration using RT01 is £341. Therefore, founders should not assume that paying the RT01 fee covers every outstanding filing. The total cost of restoration can include:
- the RT01 restoration fee;
- confirmation statement filing fees;
- outstanding accounts filing fees, where applicable;
- late-filing penalties for relevant accounts;
- bona vacantia costs where applicable; and
- professional accounting or legal costs.
What About Confirmation Statements That Contain Outdated Information?
An overdue confirmation statement is not merely a box-ticking exercise. Before filing it, you need to consider whether the company's information has changed. For example, the company may have:
- changed its registered office;
- appointed or removed a director;
- changed shareholders;
- changed its SIC code;
- changed its share structure; or
- acquired a registered email address requirement that needs to be addressed.
Companies House says company information that is incorrect or out of date should be updated before the confirmation statement is filed. This is particularly important after a long period of inactivity.
Don't confirm information you know is wrong
Suppose a company's former registered office is no longer available and one of its directors resigned before dissolution. Simply filing an old confirmation statement containing the historic information may not be enough. The company's filing position should be reviewed as a whole, with the appropriate notices or forms used to update information where required.
What About Identity Verification?
Current Companies House rules add another consideration. Companies House states that, before filing a confirmation statement, all company directors must verify their identity in the circumstances covered by the new requirements. The confirmation statement must include the relevant Companies House personal code for each director, and Companies House will not accept the statement until the required director identity verification has been completed.
This can matter when restoring an older company. A founder who has been away from the company for several years may discover that restoration now involves requirements that did not exist when the company was originally incorporated. For global founders, this is especially worth checking early rather than leaving identity verification until the final stage of the restoration process.
What If the Company Was Dormant?
Dormant companies are not exempt from confirmation statements. Companies House expressly states that every company, including dormant and non-trading companies, must file a confirmation statement at least once every year. So a dormant company that was struck off can still have an outstanding confirmation statement.
The good news is that the underlying information may be relatively simple if nothing changed. But “dormant” does not mean “no Companies House filing obligations.” That distinction is important for founders who assumed that a company that never traded did not need annual corporate filings.
What If the Company Was Voluntarily Struck Off?
This changes the restoration route. Administrative restoration using RT01 is not available where the directors voluntarily applied to strike the company off. In such cases, restoration generally requires a court order. The court restoration process also requires information about the company's compliance history.
Companies House guidance says evidence for court restoration can include an explanation of failures to deliver accounts, annual returns or notices to the registrar. That means overdue confirmation statements can still be relevant, but the procedural route is different.
What Should You Check Before Filing a Restoration Application?
A useful restoration review should cover more than confirmation statements.
1. Check the Companies House filing history
Look at the company's record and identify:
- last accounts;
- last confirmation statement;
- outstanding filings;
- strike-off notices;
- dissolution date; and
- any unusual filings.
2. Establish the confirmation dates
Determine which confirmation statement was due immediately before the company was struck off. If the restoration CS01 date is unclear, Companies House advises contacting it before filing.
3. Check company information
Review directors, PSC information, registered office, shareholders, share capital and SIC code.
4. Check accounts separately
Confirmation statements do not replace accounts. A company may have both overdue accounts and confirmation statements, and both need to be addressed where required.
5. Check penalties and fees
Administrative restoration requires outstanding fines, financial penalties and relevant late-filing penalties to be dealt with.
6. Check for bona vacantia
If the company owned assets when dissolved, determine whether a bona vacantia waiver is required.
A Practical Example: Restoring a Small UK Company
Consider a UK company called Greenfield Digital Ltd. The company was incorporated in 2021 and operated for two years. Its founder moved overseas and stopped maintaining the company's Companies House filings. The company eventually failed to file its confirmation statement and accounts and was compulsorily struck off.
The founder later discovers that the company still has a valuable domain name and an old business bank account. The restoration process cannot be approached as simply: “Pay the restoration fee and reactivate the company.” The founder first needs to establish:
- whether administrative restoration is available;
- which confirmation statement was due before dissolution;
- which accounts are outstanding;
- what penalties are payable;
- whether company assets became bona vacantia;
- whether the registered office needs attention; and
- whether the current identity-verification requirements apply.
Only after these issues have been addressed is the restoration package in a much stronger position. For an international founder, this kind of filing reconstruction is often more complicated because records, directors and business operations may have changed countries since the company was dissolved.
IncorpUK, as a UK company formation and management platform for global founders, is part of an ecosystem that helps international entrepreneurs navigate UK company administration. Where historic accounting or legal issues are substantial, specialist professional advice may still be appropriate.
Administrative Restoration vs Court Restoration
The distinction is worth keeping clear.
| Issue | Administrative restoration | Court restoration |
|---|---|---|
| Main route | RT01 | Court application |
| Typical applicant | Former director/member | Wider range of eligible interested parties |
| Voluntary strike-off | Not available through RT01 | Generally possible through court |
| Outstanding filings | Need to bring records up to date | Filing history and compliance failures may form part of the evidence |
| Time limit | Generally within 6 years | Generally within 6 years, subject to specific exceptions |
| Confirmation statements | Outstanding filings may need to be addressed | May need to be dealt with according to court/Companies House requirements |
The current Companies House guidance confirms that administrative restoration is governed by sections 1024–1028A of the Companies Act 2006, while court restoration is covered by sections 1029–1034.
FAQ: Overdue Confirmation Statements and Restoration
1. Do I need to file overdue confirmation statements before restoring my company?
For administrative restoration, outstanding confirmation statements that should have been filed before dissolution generally need to be addressed as part of bringing the company's Companies House record up to date.
2. Can I restore my company first and file the old confirmation statement later?
You should not assume this will be accepted. Companies House requires the documents necessary to bring the company up to date as part of administrative restoration, and its guidance specifically addresses confirmation statements for companies being restored.
3. Which date should I put on the restoration CS01?
Use the confirmation date that was due before the company was struck off. If you cannot establish the correct date, Companies House advises contacting it before filing the CS01.
4. Does a dormant company need a confirmation statement?
Yes. Dormant and non-trading companies are still required to file confirmation statements at least once every 12 months.
5. Are confirmation statement fees separate from the restoration fee?
Yes. The restoration fee and filing fees for documents such as a confirmation statement are separate costs. The current administrative restoration fee is £341, while the standard confirmation statement fee is £50 online or £110 for a paper CS01.
6. Do confirmation statements attract late penalties like accounts?
The Companies House restoration rules specifically address late-filing penalties for accounts. The treatment of confirmation statements should therefore not be assumed to be identical to accounts. Check the company's actual filing history and fees required for the restoration.
7. What if information in the old confirmation statement is no longer correct?
Company information should be reviewed and updated as required before confirming that the company's records are accurate. Companies House specifically requires changes to relevant company information to be notified before filing a confirmation statement.
8. What if the company was voluntarily struck off?
You cannot use administrative restoration through RT01 if the directors voluntarily applied to strike the company off. A court restoration route may instead be available.
Conclusion
Overdue confirmation statements can be an important part of restoring a dissolved UK company, but they should generally be dealt with as part of the restoration process rather than treated as a separate task to complete afterward. For administrative restoration, Companies House requires the company's records to be brought up to date, and outstanding confirmation statements may form part of the documents required.
The most important detail is the confirmation date. When a company is being restored, the CS01 must use the confirmation date that was due before the company was struck off. Before submitting anything, review the company's filing history, identify the outstanding confirmation statement and accounts, check company information, establish applicable fees and penalties, and investigate any bona vacantia issues.
For founders and entrepreneurs, particularly those managing UK companies from overseas, this preparation can make the difference between a straightforward restoration application and a prolonged back-and-forth with Companies House. Restoration is not simply about putting a company's name back on the register. It is about reconstructing its corporate compliance position so that the company can properly resume its legal existence and ongoing filing obligations.