I am writing to advise you that the United Kingdom’s exit from the EU raises the potential for changes to Companies House systems after Exit.
Delivering the deal negotiated with the EU remains the government’s top priority. This has not changed. However, the government must prepare for every eventuality, including a no deal scenario. For 2 years, the government has been implementing a significant programme of work to ensure that the UK is prepared to leave the EU on 29 March 2019.
It has always been the case that as we get nearer to that date, preparations for a no deal scenario would have to be accelerated. We must ensure plans are in place should they need to be relied upon.
This communication sets out the changes we will have to make to our systems should the UK leave the EU with no deal.
With regards to (software developed) electronic filings through the XML gateway, the baseType schema has been updated to remove the EEA and nonEEA corporate details requirements - these are replaced with UK and nonUK corporate details requirements. The UK option now only requires a registration number.
In addition, the Company Data Request, Company Incorporation, Officer Appointment and Officer Change Details schemas have been updated to allow the use of the new baseType schema - these can be found at this link:
There is no need to contact Companies House at this stage. This communication is for advice and guidance only and is part of the government’s ongoing programme of planning for all possible outcomes. These changes will only come into effect from 29 March 2019 if no deal is agreed by the UK Parliament.
Will the corresponding paper forms for Officer Appointments and Officer Changes be updated in a similar way by Companies House to take effect from 29th March 2019 in the event of a no-deal?
Can you confirm if these changes also impact the data held in the Register of Directors, Register of Secretaries and Register of LLP Members for corporate officers?
Will you also be updating the registers held on the public record to reflect these changes, or will the EEA/Non-EEA requirements as specified in the Companies Act still apply?
When will these Brexit-related schema changes be applied to the Companies House TEST XML Gateway? I’d like to know when I can begin to test our software changes for the schema updates.
Companies House is wholly dependent on clarification from Parliament and the EU as to whether a deal will be agreed or not, and if not (and the new schemas/forms are actuated), whether there will be a grace period after 29th March where old schemas will still be legally valid, or what any “crossover” instructions between old/new schemas/forms will be.
If this is about corporate officers, and if by ‘statutory registers’ you mean the registers of directors and secretaries kept by the company, the answer is ‘Yes’.
The first step for a company is to update their registers and then send the notice to us.
(Or, if they’ve elected to keep the information on the central register, their registers are updated by sending the notice to us).
Looking at this what is Companies House’s intended policy for existing corporate officers that are currently recorded at Companies House as being EEA companies where the country of registration is an EEA country other than the United Kingdom.
Will these all be updated to be non-UK companies but with blank details in the law governed and legal form elements?
Similarly what information will be included in the Company Data Responses for such corporate officers that were originally EEA companies and are now non-UK companies?
Then when a change of details for the corporate officer is submitted will Companies House require that updated law governed and legal form are included in such submissions and hence reject submissions where the law governed and legal form are not supplied for such corporate officers?