Help Desk 0117 918 1271 [email protected]

Program Version 7.5 Database Version 17.51

Guidance Notes

 Jordans Limited 21 St Thomas Street, Bristol BS1 6JS Help desk: 0117 918 1271 Fax: 0117 923 0063 Email: [email protected] Web: http://www.pcsec.co.uk

CONTENTS WHAT’S NEW IN V7.5? ............................................................................... 3 CONFIRMATION STATEMENT EVENT (FORMS CS01 & LLCS01) .......................... 3 Producing a Confirmation Statement .............................................................. 3 PSC Information & the Confirmation Statement ...................................................... 7 Limitations of the Confirmation Statement .............................................................. 7

ANNUAL RETURN EVENT (FORM AR01) .............................................................. 9 SHARES – ALLOTMENT EVENT (FORM SH01) ...................................................... 9 COMPANY DETAILS SCREEN – SIC CODES ........................................................... 9 DATES SCREEN & COMPANY DATA SHEET .......................................................... 9 WORK SCHEDULE REPORT ................................................................................... 9 LISTINGS – CONFIRMATION STATEMENT ............................................................ 10 BLANK FORMS.................................................................................................... 10 BUG FIXES .......................................................................................................... 12 Share Certificates (Shares –Allotment & Shares – Transfer Events) ............ 12 Stock Transfer Forms J10 & J30 (Shares – Transfer Event) ......................... 12 PSC Register (Reports) .................................................................................. 12 CONFIRMATION STATEMENT (GUIDANCE) .......................................... 12

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What’s new in v7.5? Confirmation Statement Event (Forms CS01 & LLCS01) This release covers the majority of changes being introduced on 30 June. However, due to issues with Companies House own systems, and delays in their provision of technical information to software suppliers there are initially certain limitations on the Confirmation Statement produced by PCSec. This update includes the following: PCSec will be able to produce both a PDF (paper) and XML (electronic) form CS01 and LLCS01. The form produced by PCSec will: 1.

Make the declaration that the following information (as held at Companies House) is correct: o Registered office. o SAIL address & company records. o Officer appointments.

2.

Supply all the following Confirmation Statement Additional Information (as held in PCSec): o SIC business activity code(s). o Statement of capital. Details of all share classes, currencies, nominal values and unpaid amounts. o Confirm that shares are not traded on a regulated market. o Details of Shareholders, class and number of shares held. o PSC Information (see below for further information).

Producing a Confirmation Statement A new Event has been added called ‘Confirmation Statement’. This Event works in the same manner as the existing ‘Annual Return’ Event. Select ‘Confirmation Statement’ from the Event Selection list and click Next>> to proceed.

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Select to produce a Confirmation Statement for the selected company, or use the filters to select a list of companies or all companies.

The selected companies will then be displayed. Click Next>> to proceed.

The Confirmation Statement Details screen is then displayed. The first section ‘Enter dates for Confirmation Statement’ allows you to confirm, or amend, the;   

Date of this Confirmation Statement - this must be on, or after 30/06/2016 Date of next Confirmation Statement - one year on from this Confirmation Statement Date Confirmation Statement (to be) filed – date this Confirmation Statement will be submitted to Companies House

The Confirmation Statement section of the screen confirms which additional information will be submitted with the Confirmation Statement. Ver 1.0

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This release of PCSec will only allow you to submit a company’s first Confirmation Statement which must contain all additional information. Therefore all additional information selections are preset and cannot be deselected. The Database Update section of the screen allows you to select to update your Company Dates section of PCSec to reflect the production and filing of this Confirmation Statement. Select the ‘Update Database’ button to update your Company Dates records. When all information on this screen has been correctly entered click Next>> to proceed. If you have selected to ‘Update Database’ you will receive the following confirmation.

If you have a closed company statement in place (see Limitations of the Confirmation Statement further on in this document) PCSec will give you the following message advising that a paper (PDF) Confirmation Statement only will be produced. The form will not be able to be electronically filed.

Additionally, if you have already filed your Company’s first Confirmation Statement this version of PCSec cannot be used to file any changes. PCSec will recognise this and display the following warning.

The form CS01 will be pre-selected, click Next>> to proceed.

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Where a company’s EF Authentication Code is present, PCSec will offer to produce an electronic filing version of the form.

The form CS01 will now be produced.

Select ‘Preview’ or ‘Print Doc’ to preview or print the paper (PDF) form CS01.

Click ‘Send’ to send the electronic version of the form to the Electronic Mailbox.

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PSC Information & the Confirmation Statement Before filing your Confirmation Statement, please ensure that all correct and confirmed PSC information has been keyed into PCSec. This should be either:  

One or more of the five available company statements; and/or Confirmed and named PSCs

Where you have a confirmed and named PSC you should ensure that all of the following data has been entered:       

Full name (Forename(s) and Surname) Country/State of Residence¹ Nationality¹ Date of Birth¹ Service Address Nature of Control Date of Registration

¹Where a PSC was previously only registered as a shareholder, this information may be blank in PCSec and will need to be completed Where you have a confirmed and named RLE as a PSC you should ensure that all of the following data has been entered:         

Name Address Legal Form² Governing Law² Register on which entered² Country/State² Registration Number² Nature of Control Date of Registration

²All of these items should be reviewed where the PSC is a RLE. Where the RLE was previously only registered as a shareholder this information may be blank and will require completion. Additionally these requirements were previously only required for non-EEA companies and are now required for all companies. Please note that the Date of Registration for any PSC information cannot be before 06/04/2016. The requirement to hold a PSC Register did not exist before this date, therefore Companies House will reject any filing where there is a PSC registration date prior to this. Limitations of the Confirmation Statement Companies House have a limitation in their systems that will prevent you electronically filing a Confirmation Statement in a very specific circumstance. If you have used one of the five PSC Company Statements, and closed these off at any date between 06/04/2016 and 29/06/2016, Companies House can only accept the Confirmation Statement as a paper filing. It will not be able to accept an electronically filed version of the form. Examples of closed PSC Company Statement screens and PSC screens that this would apply to are shown below:

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Example 1: Company Statement closed at 20/05/2016 & PSC registered at 20/05/2016.

Example 2: One Company Statement closed & a new Company Statement added 20/05/2016

In both of these examples, PCSec will only produce a paper form which will need to be signed by an Officer of the company and posted to Companies House for filing with the paper filing fee of £40. Having a closed Company Statement dated before 30 June is the only situation in which Companies House will not be able to accept an electronic copy of the Confirmation Statement. Companies House will be able to accept an electronic Confirmation Statement in all of the following circumstances:    

One or more of the 5 PSC Company Statements are in place, and have not been closed off. One or more of the 5 PSC Company Statements are in place, and have been closed off on or after 30/06/2016 Named PSCs are in place with a registration date from 06/04/2016 Named PSCs are recorded with a cessation date from 06/04/2016

The first Confirmation Statement a company files automatically submits all of the required data. This type of filing can be done in this v7.5 update to PCSec. Second and subsequent filings of a Confirmation Statement only require you to submit any changes where your data is different to that held at Companies House. This functionality will not be available until our next v8.0 update which will allow us to use the Data Check to identify and submit additional Confirmation Statements, notifying Companies House of any changes since your last filing.

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Annual Return Event (Form AR01) The Annual Return event in PCSec has be updated to recognize where you are producing an Annual Return with a made up to date of 29/06/2016, or earlier, after 30/06/2016. PCSec will automatically produce this as the new version AR01 2015 with the simplified Statement of Capital (Part 4 Section F1). Where you have a made up to date of 30/06/2016 or later, PCSec will not allow you to produce an Annual Return and will instead direct you to run the Confirmation Statement event.

Shares – Allotment Event (Form SH01) The Shares –Allotment event in PCSec has been updated to recognize where you are producing a SH01 form on, or after, 30/06/2016. PCSec will automatically produce this as the new version SH01 with the simplified Statement of Capital (Section 4).

Company Details Screen – SIC Codes We have updated the list of available SIC codes in the Company Details screen. The list now correctly reflects all the codes and descriptions as issued by Companies House.

Dates Screen & Company Data Sheet The Dates screen in PCSec and it’s corresponding report on the Company Data Sheet have been updated. All references to ‘Annual Return’ or the abbreviation ‘A/R’ have been updated to now read as ‘Confirmation Statement’ or ‘C/S’.

Work Schedule Report The Work Schedule Report has now been updated to refer to ‘C/S’ for the Confirmation Statement instead of ‘A/R’ for the Annual Return. Additional logic has been added to determine whether a Company still need to file an Annual Return (with an additional 28 days for filing) or a Confirmation Statement (with an additional 14 days for filing). The Work Schedule will calculate the next ‘Made Up To’ date. Where this is on, or before, 29/06/2016 then the additional 28 days for filing an Annual Return will be applied. Example 1: Made Up To Date is 20/06/2016. Annual Return required so 28 days added to calculate filing date of 18/07/2016.

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Where the next ‘Made Up To’ date is on, or after, 30/06/2016 then the additional 14 days for filing a Confirmation Statement will be applied. Example 2: Made Up To Date is 05/08/2016. Confirmation Statement required so 14 days added to calculate filing date of 19/08/2016.

Listings – Confirmation Statement New Listings have been added to PCSec for reporting on Confirmation Statement filing.

The new listings calculate the Confirmation Statement due date as being 14 days from the ‘Made Up To’ date. The new listings are:          

Companies (by Set) Confirmation Statement Overdue for Filing Companies (by Set) due to file their Confirmation Statement in three months Companies (by Set) due to file their Confirmation Statement in two months Companies (by Set) due to file their Confirmation Statement next month Companies (by Set) due to file their Confirmation Statement this month Companies Confirmation Statement Overdue for Filing Companies due to file their Confirmation Statement in three months Companies due to file their Confirmation Statement in two months Companies due to file their Confirmation Statement next month Companies due to file their Confirmation Statement this month

Blank Forms The following forms have been updated in the Blank Forms section of PCSec: Form Code AD03 AD04 Ver 1.0

Description Change of location of the company records to the single alternative inspection location (SAIL) Change of location of the company records to the registered office Page 10 of 13

Form Code AR01 CS01 EH01 EH02 EH03 EH04 EH05 EW01 EW02

EW03 EW04

EW05 IN01 LLAD03

LLAD04 LLCS01 LLIN01 LLRP07 PSC01 PSC02 PSC03 PSC04 PSC05 PSC06 PSC07 PSC08 PSC09 RP07 RR01 SH01 SH02 SH05 SH06 SH07 SH14 SH15 SH19(108) SH19 SH50 Ver 1.0

Description Annual Return (from 30 June 2016) Confirmation Statement Election to keep information from register of directors on the central (public) register Election to keep information from register of directors' residential addresses on the central (public) register Election to keep information from register of secretaries on the central (public) register Election to keep information from register of people with significant control (PSC) on the central (public) register Election to keep information from register of members on the central (public) register Withdrawal of election to keep information from register of directors on the central (public) register Withdrawal of election to keep information from register of directors' usual residential addresses on the central (public) register Withdrawal of election to keep information from register of secretaries on the central (public) register Withdrawal of election to keep information from register of people with significant control (PSC) on the central (public) register Withdrawal of election to keep information from register of members on the central (public) register Application to register a company Change of location of the records to the single alternative inspection location (SAIL) of a Limited Liability Partnership (LLP) Change of location of the records to the registered office of a Limited Liability partnership (LLP) Confirmation Statement Limited Liability Partnership (LLP) Application for the incorporation of a Limited Liability Partnership (LLP) Application to change a Limited Liability Partnership's (LLP's) disputed registered office address Notice of an Individual PSC to the Public Register Notice of a RLE PSC to the Public Register Notice of an ORP PSC to the Public Register Change of Details of an Individual PSC on the Public Registers Change of Details of a RLE PSC on the Public Registers Change of Details of an ORP PSC on the Public Registers Notice of ceasing to be a PSC Individual, RLE or ORP on the Public Register Notification of PSC Statements on the Public Register Update to PSC Statements on the Public Register Application to change a company's disputed registered office address Application by a private company for re-registration as a public company Return of allotment of shares (from 30 June 2016) Notice of consolidation, sub-division, redemption of shares or re-conversion of stock into shares Notice of cancellation of treasury shares by a public limited company (PLC) Notice of cancellation of shares Notice of cancellation of shares held by or for a public company Notice of redenomination Notice of reduction of capital following redenomination Statement of capital (section 108) Statement of capital (section 644/649) Application for a trading certificate for a public company Page 11 of 13

Bug Fixes Share Certificates (Shares –Allotment & Shares – Transfer Events) Issues with the population of the Company Name and Number of Shares only displaying in figures have been resolved. Stock Transfer Forms J10 & J30 (Shares – Transfer Event) Issues with the population of the Company Name have been resolved. PSC Register (Reports) Issues with the production of a blank register page where 2 or more PSC records have been resolved. The statement on the PSC register where a s790ZG exemption is in place has been updated in line with Companies House guidance.

Confirmation Statement (Guidance) The Confirmation Statement replaces the Annual Return where the company's ‘made up to' date would be on or after 30 June 2016. At least one Confirmation Statement must be filed every 12 months. Additional Confirmation Statements can be filed on a voluntary basis during the 12 months. The first Confirmation Statement filed in a 12 month period will carry a fee, whilst subsequent Confirmation Statements filed during the 12 months will be free of charge. Whereas previously companies had 28 days from the ‘made up to' date in which to file an Annual Return; companies have only 14 days from the ‘confirmation date' in which to file a Confirmation Statement. The Confirmation Statement is made up of two parts - The Confirmation Statement and Additional Information. The Confirmation Statement itself is a simple declaration that the following information, as held at Companies House, is correct:   

Registered office SAIL address & company records Officer appointments

The Confirmation Statement cannot be used to change any of this information. Any amendments will have to be filed, using the appropriate form, before submitting the Confirmation Statement. A company's first Confirmation Statement must include all the following Additional Information:     

Part 1 - SIC Code(s) for principal business activities Part 2 - Statement of capital Part 3 - Trading status of shares Part 4 - Shareholder information Part 5 - PSC information

Subsequent Confirmation Statements filed will only have to include Additional Information if there have been any changes since the last filing.

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The Confirmation Statement is a 2 page form called a CS01. The Confirmation Statement Additional Information totals 28 pages and is called CS01 Additional Information. LLCS01 and LLCS01 Additional Information forms are available for Limited Liability Partnerships. Note that where a company's Annual Return's made up to date would be on or before 29 June 2016 an Annual Return is still required. Where an Annual Return is required and is being filed with Companies House on or after 30 June 2016 then this must be submitted on the new AR01 2015 form with a simplified Statement of Capital.

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