Companies House guidance on registering charges

17 January 2019

Companies House has published guidance on registering new charges created by UK companies (and Limited Liability Partnerships).

The guidance appears to consolidate and fairly significantly supplement previous Companies House guidance in this area, which some thought to be light in content and difficult to unearth on the Government's website. 

The new guidance is written in commendably plain English, making it penetrable to those who wish to understand responsibilities and process for registering a charge but are neither lawyers nor experienced company secretaries. This is important, as there are serious consequences for the beneficiary of a charge which is not registered, in that the security on the company's (or LLP's) property would be void against a liquidator, an administrator and other creditors.

Also in its favour, the guidance promotes the online registration of charges, which is cheaper, quicker and arguably easier than traditional filing of paper forms. Lenders wishing to use (or allow their lawyers to use) the Companies House 'WebFiling' service to register a charge will need to apply (once only) for a lender authentication code.

However, the 'high level' approach - focusing the guidance on only the basic requirements of the regime - continues to leave a number of quite regularly encountered questions unanswered. Whilst the guidance could never be expected to offer exhaustive legal analysis of the relevant provisions of the Companies Act 2006, there are matters of a more technical and procedural nature that could be helpfully clarified. 

The forms for registration - whether online or on paper - are an attempted distillation of the statutory regime, around which additional guidance would assist in ensuring a consistency of approach by both those presenting and those reviewing forms. For example, the precise requirements for certified translations of foreign language documents remain somewhat opaque.   

More detailed written guidance that is maintained, and supplemented as necessary, would be welcome.