UK Company Annual Returns
|Dkans Group Limited is a diversified international company set up in Hong Kong in spring 1999. With ten years' development, the group has owned more than 38 holding subsidiaries, 88 equity participants, over 3000 cooperators and more than 20000 direct clients around the world. By 2008, the group has established four business systems and laid the foundation for a sustainable development in the next decade. It is no longer just a supplier of all-dimensional solutions to enterprises, but also an investor in industrial development.
The group has two main fields: business service and business investment. Dkans has set up a business service platform, esp.for SMEs, which consists of nine service centres, serving the world of business professionally & reliably, laying a solid foundation for Dkans development in the near future. Also Dkans is seeking win-win cooperation.
An annual return is a snapshot of general information about a company's directors and secretary, registered office address, shareholders and share capital.
If you file the annual return late, or not at all, the company and its director(s) and secretary can be prosecuted.
You will find the relevant law in the Companies Act 1985 (as amended in 1989 and later).
Every company must deliver an annual return to Companies House within 28 days of its made-up date (see question 3). A company's director(s) and secretary are responsible for ensuring that the annual return:
is delivered to Companies House within 28 days after the anniversary of incorporation or the anniversary of the made-up date of the last annual return; and gives a true picture of the management structure and capital (if applicable) of the company at the made-up date.
An annual return is a snapshot of certain company information at the made-up date (see question 3). It is separate from a company's annual accounts. An annual return must contain the following information:
the name of the company;
3. What is the made-up date?
This is the date at which all the information in an annual return must be correct. The made-up date is usually the anniversary of:
the incorporation of the company; or the made-up date of the previous annual return registered at Companies House.
4. When must the annual return be delivered to Companies House?
All annual returns must be delivered to Companies House within 28 days of the made-up date given on the form.
5. Where do I get an annual return?
Companies House will send an annual return to the registered office address of every company about two weeks before the made-up date. This document is pre-printed with company information already held on the public record and most companies use this form to make their annual return.
6. Completing the shuttle annual return Form 363s
Follow the instructions on the covering letter and on the form, and use the form to tell us about any changes to:
the company's registered office
7. Completing the annual return Form 363a
As an alternative to the shuttle annual return, you can use the annual return Form 363a. This form does not include any pre-printed company information. It is normally completed by companies who use secretarial software packages.
All the details you give on Form 363a should confirm the company information already held on the Companies House public record at the made-up date - except shareholder information. The details you should give are stated under question 2 of this guide. You may only change the details by sending one or more of the following statutory form(s) with the document:
change of registered office address. Use Form 287;
8. What information does Companies House require about share capital?
This applies to every company with a share capital. If a company has converted shares into stock, give the corresponding information in relation to that stock, stating the amount of stock instead of the number and nominal value of the shares.
For most companies with share capital, the shuttle annual return (Form 363s) will include pre-printed information about the company's total issued share capital. If the information is not pre-printed or if you use Form 363a, please state for each class of issued share:
the name of the class of each type of share. For example, ordinary or preference shares;
9. How do I tell Companies House if the share capital details are incorrect?
If a company has changed its share capital by:
altering its structure; and/or
Form 122: Notification of consolidation, division, sub-division, redemption or cancellation of shares, or conversion or re-conversion of stock into shares;
Form 128(1): Notification of rights to allotted shares that are not stated in the company's memorandum or articles;
Form 128(3): Notification of variation of rights to allotted shares that are not stated in the company's memorandum or articles;
Form 128(4): Notification of assigning a new name to any class of share other than by amendment of the company's memorandum or articles;
Form 169: Return by company purchasing its own shares.
A copy of the appropriate company resolution authorising the change is also required.
Cardiff: 0870 3333636
Whichever type of annual return form is used, a company with share capital must provide a 'full list' of all its members on:
its first annual return following incorporation;
A 'full list' annual return must contain the following information about a company's shareholders:
the name and address of every shareholder of the company at the made-up date;
the number of shares of each class held by each member of the company at the made-up date of the annual return;
the date of registration and the number of shares of each class transferred by each member or past member since the made-up date of the previous annual return (or in the case of a first return, since the incorporation of the company).
11. Are there other ways of providing individual shareholder details?
By prior arrangement, companies may provide shareholder information to Companies House in a format other than on the form provided, for example, on floppy disk or CD-ROM.
If you wish to supply the list of company's members in a format other than on the schedules provided, please telephone:
Cardiff: 0870 3333636