You can appeal a Companies House late filing penalty online or in writing, but it will only succeed if you can show exceptional circumstances, such as a serious illness or death close to the filing deadline, or an error by Companies House. Dormancy, cost, relying on your accountant and postal delays are listed by Companies House as reasons unlikely to succeed. Below is how the penalty works, what to send, and an original letter example you can adapt.
Yes, you can appeal a Companies House late filing penalty, once per penalty notice, through the GOV.UK online service or in writing. Give a specific reason with dates, show it was outside the directors’ control and close to the deadline, and attach evidence. Companies House will not collect the penalty while it considers the appeal.
Key points
- A late filing penalty is automatic and runs from £150 to £1,500 for a private company and £750 to £7,500 for a public company (Companies House: late filing penalties).
- The penalty doubles if accounts are filed late in two successive financial years.
- The registrar’s discretion is very limited, so the appeal must show circumstances that were exceptional.
- You can only appeal once against a penalty notice using the online appeal service.
- If the first appeal fails, there is a second stage with the Senior Casework Unit and then the independent adjudicators.
Terms used in this guide
- Late filing penalty: a civil penalty Companies House charges automatically when a company’s annual accounts arrive after the filing deadline.
- Accounting reference period: the financial year the accounts cover; the filing deadline is counted from its end.
- Registrar’s discretion: the limited power of the Registrar of Companies to decide not to collect a penalty in exceptional circumstances.
- Senior Casework Unit: the Companies House team that reconsiders an appeal after a first refusal.
How a Companies House late filing penalty works
The late filing penalty comes from section 453 of the Companies Act 2006, and the amount depends on how late the accounts arrive and whether the company is private or public. Private companies and LLPs normally have 9 months from the end of the accounting reference period to file; public companies have 6 months. First accounts covering more than 12 months are due within 21 months of incorporation, or 3 months from the accounting reference date if that is longer (Companies House).
| How late the accounts are | Private company or LLP | Public company |
|---|---|---|
| Not more than 1 month | £150 | £750 |
| More than 1 month, up to 3 months | £375 | £1,500 |
| More than 3 months, up to 6 months | £750 | £3,000 |
| More than 6 months | £1,500 | £7,500 |
Source: Companies House, Late filing penalties. If accounts for financial years beginning on or after 6 April 2008 are late in two successive years, the second penalty is doubled. A private company that files four months late two years running would face £750 and then £1,500.
Accounts must arrive by the filing date even when it falls on a weekend or bank holiday, and post delays alone will not support a late filing penalty appeal.
Late filing penalty appeal grounds: what Companies House accepts and rejects
Companies House says an appeal usually succeeds only where unexpected circumstances happened close to the deadline, or where Companies House itself made an error (GOV.UK appeal service). Its published guidance lists reasons that are unlikely to succeed on their own.
| Reason given | Likely outcome |
|---|---|
| Serious illness of a director close to the deadline | Can succeed with evidence of the event and its timing |
| Death of a director or close family member close to the deadline | Can succeed with evidence of the event and its timing |
| An error by Companies House that caused the late filing | Can succeed with evidence of the event and its timing |
| The company is dormant | Unlikely to succeed on its own |
| The company cannot afford the penalty | Unlikely to succeed on its own |
| The accountant was ill | Unlikely to succeed on its own |
| The company relied on its accountant | Unlikely to succeed on its own |
| These were the company’s first accounts | Unlikely to succeed on its own |
| The directors did not know the filing requirements | Unlikely to succeed on its own |
| The directors had financial difficulties | Unlikely to succeed on its own |
| The accounts were delayed in the post | Unlikely to succeed on its own |
| The directors live overseas | Unlikely to succeed on its own |
| Another person was responsible for filing | Unlikely to succeed on its own |
The phrase “on its own” matters. An accountant’s illness is not enough by itself, but a sole director’s emergency hospital admission two weeks before the deadline, with dates and a discharge letter, is a different case. Build the appeal around what happened to the people responsible, when, and why nobody else could step in.
How to appeal a Companies House penalty: online or in writing
- Check the late filing penalty is right. Compare the filing deadline, the date Companies House received the accounts and the band charged. Check whether the previous year was also late, which doubles it.
- Test the reason against the published list. If it appears only on the “unlikely to succeed” list, tell the client in writing before drafting.
- Collect evidence first. You can only appeal once against a penalty notice, so have every document ready. Each must show the full name of the person or company affected and the relevant dates.
- Submit through the online appeal service. You need the company number, the penalty reference, the reason and the documents. It takes up to 30 minutes.
- Or write. Send the letter to the Companies House office for the company’s jurisdiction (Cardiff, Edinburgh or Belfast) or email enquiries@companieshouse.gov.uk, as the late filing penalties guidance sets out.
- Diary a follow-up. Companies House will not collect the penalty while it considers the appeal (GOV.UK). If a debt recovery agency or solicitor writes in the meantime, reply that the penalty is under appeal.
Appeal as soon as the penalty notice arrives. The notice explains how to respond, and a prompt appeal keeps the facts and evidence fresh.
When Companies House’s own systems are the cause
A Companies House error is one of the two grounds GOV.UK names. Few guides explain how to evidence it. If the filing service failed or rejected a valid submission close to the deadline, keep failed-submission screenshots with the time visible, rejection emails, submission reference numbers and any Companies House service notice. Show the attempts were made before the deadline and that the accounts went in as soon as the service allowed.
Companies House penalty appeal letter template (example)
This is an original template. Replace the bracketed details and remove anything that does not apply. Keep it factual and short.
[Company name]
Company number: [00000000]
Penalty reference: [reference][Date]
Late Filing Penalties
Companies House
[Office address for the company’s jurisdiction]Dear Sir or Madam,
Appeal against late filing penalty for accounts made up to [date]
I am writing as a director of [Company name] to appeal the late filing penalty of £[amount] issued on [date] for accounts filed on [date], which were due on [date].
The accounts were late because [describe the event in one or two sentences, for example: our sole director, [name], was admitted to hospital as an emergency on [date] and remained there until [date]]. This happened [number] days before the filing deadline. [Name] was the only person able to approve and sign the accounts, and the company has no other officers who could do so.
Before this event, the accounts were in progress and on track for filing by [planned date], as shown by the attached [email from the accountant / draft accounts dated [date]]. Once [name] was well enough to deal with company matters on [date], the accounts were approved and filed on [date], [number] days later.
The company has filed its accounts on time in each previous year [or: this is the first late filing].
I enclose:
- [Hospital admission and discharge letter dated [date]]
- [Email or draft showing the accounts were in progress]
- [Any other relevant evidence]
I ask the registrar to consider these circumstances as exceptional and to cancel the penalty.
Yours faithfully,
[Name]
Director, [Company name]
[Contact telephone and email]
What evidence to attach to a late filing penalty appeal
- Medical evidence with admission and discharge dates, or a death certificate, showing the timing relative to the deadline.
- Proof the accounts were being prepared before the event, such as dated drafts or correspondence with the accountant.
- For a Companies House error: screenshots, rejection notices, emails or reference numbers showing what went wrong and when.
- A short timeline: deadline, event, when it ended, when the accounts were filed.
If the appeal is refused
If Companies House rejects the appeal, you can ask the Senior Casework Unit at the relevant office to look at it again. If they uphold the penalty, you can ask the independent adjudicators to review the case. Companies House notes that Parliament gave discretion solely to the registrar, so the adjudicators cannot force a reversal (Companies House). Unpaid penalties can be passed to debt collectors and pursued through the County Court or Sheriff Court, so the client should decide early whether to pay while the review continues.
How agents manage appeals for several clients
With several late filing penalty notices in play, a simple log stops appeals stalling while evidence is chased:
| Column | What to record |
|---|---|
| Company and penalty reference | From the penalty notice |
| Amount and whether doubled | Check the previous year’s filing date |
| Grounds and evidence needed | Agreed with the partner before drafting |
| Evidence received | Date and document |
| Submitted (online or post) and date | Keep the confirmation |
| Outcome and next stage | Senior Casework Unit or adjudicators |
Many practices draft the appeal for the director to approve, because the facts are the director’s. Be honest with clients: if the reason is on the “unlikely” list, say so in writing before spending time on an appeal. An HMRC late filing penalty follows different rules, covered in our guide to appealing HMRC late filing and late payment penalties, our post on HMRC reasonable excuse examples, and our guide to appealing a Self Assessment penalty with SA370.
FAQs
Can you appeal for a late filing penalty from Companies House?
Yes. You can appeal online through GOV.UK or in writing to Companies House. The appeal will only succeed if the circumstances were exceptional, typically unexpected events such as serious illness or a death close to the filing deadline, or an error by Companies House. You can only appeal once against each penalty notice, so include all your evidence the first time.
What are good reasons to appeal a Companies House late filing penalty?
Good reasons are events the directors could not have foreseen or controlled, which happened close to the deadline and stopped the accounts being approved and filed. Serious illness, a death and Companies House’s own errors are the examples GOV.UK gives. You need evidence of the event and its timing, and proof the accounts were filed promptly once it was over.
Does the penalty double if accounts are late again?
Yes. If a company files accounts late in two successive financial years, the late filing penalty for the second year is doubled. This applies to accounts for financial years beginning on or after 6 April 2008. A private company that is two days late twice in a row would pay £150 for the first year and £300 for the second.
Will Companies House accept that my accountant was late?
Generally no. Companies House lists reliance on an accountant, and an accountant’s illness, among the reasons unlikely to succeed on their own. Directors remain responsible for filing. If there were other exceptional circumstances affecting the directors themselves, set those out with evidence, but do not build an appeal solely on the accountant’s delay.
What happens if my appeal is rejected?
You can ask the Senior Casework Unit to review the decision. If it is upheld, you can request a review by the independent adjudicators, although they cannot force the registrar to cancel the penalty. Unpaid penalties may be passed to debt collectors and pursued through the courts, so decide whether to pay while the review continues.
Need help with a batch of appeals?
Our appeals and late filing support service drafts appeals, chases evidence and keeps the log for your review and the director’s approval. Book a consultation to talk through your current penalties.
