Companies House, the UK’s Registrar of Companies, has faced scrutiny following a raft of deceptive filings targeting numerous lenders. Here, Jack Kimberley looks at how Companies House have started tightening security in light of the Economic Crime and Corporate Transparency Act (2023).

Recent erroneous filings on the UK register of companies, Companies House, have raised questions as to the effectiveness and level of security at Companies House amidst a price rise for incorporating companies and the granting of new powers to the Registrar in a bid to ensure greater accuracy and transparency for companies registered in the UK.

Companies House have received approximately 800 erroneous filings in relation to hundreds of companies concerning satisfaction of outstanding registered charges in favour of numerous lenders. The issue was flagged by UK Finance, law firms and the businesses alike and raises queries as to the company register’s susceptibility to rogue and deceptive filings.

The filings in question were made by one account with an address registered in Northern Ireland, with Companies House using their newly granted powers to block the rogue account and remove the erroneous filings from the register.

Those affected include The Bank of Scotland, Ask and Zizzi restaurants, Knight Frank and Sainsburys alongside large UK lenders Lloyds Banking Group, Barclays and NatWest.

Whilst the Registrar confirms that the security granted to lenders will remain ‘valid and enforceable’, there is an underlying risk to lenders who are likely to rely on a respective borrowers charges, registered at Companies House, in order to ensure that any such lending ranks correctly alongside that provided by existing lenders.

It is therefore important that the company register is not misleading and provides an accurate depiction of a company’s lending, particularly when entering into new debt-funded arrangements where a registered charge is being granted as security.

The erroneous filings come at an interesting time for Companies House, who have started a ‘radical reform’ under the Economic Crime and Corporate Transparency Act 2023 which seeks to improve corporate transparency and increase the Registrar’s power to scrutinise filings.

As of 4^th March 2024 the first measures were rolled out, which include:

• Granting of greater powers of scrutiny, allowing Companies House to further challenge and reject inconsistent information;
• The requirement for companies to have a registered office address (PO boxes will no longer be valid);
• The requirement for companies to provide a registered office email address;
• Potential issue flagging on the company register to alert users to potential issues with information provided (using annotations);
• Stronger checks on company names to avoid misleading / giving a false impression to the public;
• Data sharing with government departments and law enforcement agencies.

It will be interesting to see how effective the new measures are in combating rogue and/or misleading company filings, particularly in light of the minimum price for incorporating a company in the UK through Companies House rising to a minimum of £50.

Should you require any assistance in making Companies House filings or ensuring your company is accurately reflected on the company register, then do not hesitate to get in touch with Jack Kimberley at jack.kimberley@beyondcorporate.co.uk.

[This blog is intended to give general information only and is not intended to apply to specific circumstances. The contents of this blog should not be regarded as legal advice and should not be relied upon as such. All liability is excluded Readers are advised to seek specific legal advice.]