Following on from the article in the last edition of Dear IP we have had a very productive exchange of emails and phonecalls with Companies House on a couple of issues that we have previously written Blog Articles about.
First, there is the matter of what is required to be sent with final returns, something that was covered in our Blog Article posted on 28 July. The problem area is the requirement under rule 12A.47 to include details of the outcome of the final meetings. Clearly where the final meetings are inquorate then there is no outcome as no resolutions can be obtained. But what about where the meetings are quorate, how do you provide information about the outcome of the meetings to Companies House? Having spoken to them they have agreed that you can provide the information in one of three ways rather than just including it in the final report as was suggested in the Dear IP Article. You can provide it by including a note of the resolutions passed on the face of the Form 4.71 or 4.72 (this should be inserted after the phrase “that the same was done accordingly); by enclosing a copy of the minutes of the final meeting(s) (although you should note that the copy minutes themselves will be placed on the register rather than the information being extracted from them); or of course you can amend the final report to include a note of the resolutions passed at the final meeting(s).
Secondly, there is the matter of final reports being rejected because an annual progress report has not been provided in cases where the draft final report is issued before the anniversary date but the final return not submitted until after the anniversary date as covered in our Blog Article posted on 24 June 2011. The problem is that Companies House cannot tell when the draft final report has been issued and hence whether or not an annual progress report is due, so as a result they have been rejecting the final return and accompanying final report leaving it for you to have to resubmit them with an explanatory letter. Companies House have now agreed not to reject final returns submitted in such circumstances, although they may still write to you to query why have not submitted an annual progress report. However, to help Companies House and so avoid any unnecessary correspondence, it would be helpful if you include in the covering letter accompanying the final return a note to the effect that the draft final report was issued before the anniversary date such that an annual progress report is not required.
Do not forget of course that even if you issue the draft final report just a day after the anniversary date then you cannot take advantage of rule 4.49C(4) and you must prepare and file an annual progress report with Companies House even though the regulators do permit you to issue a combined annual progress report and draft final report in such circumstances.
