By Naomi Rich, COO of ProSec
1st Sept, 2026
Setting up a company is now one of the easiest things for a founder to do: an online form, £100 and a registration that usually lands inside 24 hours. In the year to March 2026, 815,277 new companies joined a register that now holds nearly 5.5 million. That ease is a real achievement, and it sets an expectation that quietly does a lot of damage — if starting the company was only a form and a card payment, everything that follows must be admin too.
Which sharpens a question we are asked most weeks. At what point does doing your own company secretarial work stop being a sensible economy?
If you are a single-member company, or a shell that will not trade for a year, keeping your own records is understandable. One shareholder, one director, a document of record for an audience of one. You don’t need to pay a professional to file the same nil-change confirmation statement each year.
The minute someone else’s money arrives, that changes — and friends-and-family money the most, because those are the people least likely to have taken advice and most likely to assume you have. You are no longer keeping records for yourself. You are holding other people’s legal rights.
Take a composite of conversations we have had more than once. A company sub-divides its ordinary shares before a raise to get the nominal value down and make room for an option pool. The board approves the changes, the spreadsheet is updated and everyone moves on. Months later a confirmation statement goes in showing the new share capital, on the reasonable-sounding assumption that this is what tells Companies House the shares have changed.
However, it’s not. Section 619 of the Companies Act 2006 requires notice of a sub-division within one month, with a statement of capital attached; failing to give it is an offence by the company and every officer by default. A confirmation statement confirms that information already held is correct as per a date. It is not how an event gets recorded, and filing one does not replace a notice that was never submitted. Worse, the confirmation statement is now itself wrong, because the capital it confirms was never properly registered.
The result is a company whose issued share capital is inaccurate on the public record, whose register does not reconcile to what its shareholders believe they hold, and which is about to open a priced round. This is not just a paperwork problem, it is a title problem.
To Companies House’s credit, correcting the public record has got easier. You can now file Form RP01 to replace a document that was not properly delivered but it is not a substitute for making the initial filing. This is when holes start to appear between what is filed at Companies House, a company’s statutory registers and what the Directors and shareholders believe has happened.
Somebody has to reconcile the activity using board minutes, resolutions, share certificates, the register of members, the cap table line by line, back to incorporation. Every gap has to be resolved: what did the company actually decide, and on what date? Only once that is settled can you see what still needs to be ratified and what might have to be done again from scratch. The reconciliation alone is a body of work, before a single corrective form is filed.
This discovery is not planned for – either on your calendar or in your budget. It happens in due diligence, where, as Fox Williams puts it, inaccurate statutory books produce ‘a delay to the deal timetable and post-completion claims from investors‘. Post-term-sheet diligence typically runs six to eight weeks. Every extra fortnight spent proving who owns what is runway burnt at the worst possible moment.
There is no reliable UK data on how often corporate housekeeping delays, re-prices or delays a round but what is changing is the auditing. The direction of travel under ECCTA is unambiguous: fuller company information, filed centrally and cross-checked against verified identities. DIY cosec has been survivable largely because nobody was looking. That assumption is being withdrawn in instalments.
Which leaves a real-life trade-off where you are being asked to spend at the point you have least, on a risk that is least visible, for a benefit that shows up years later as an absence of problems. Too early and it is overhead against nothing. Too late and you pay a multiple, on someone else’s deadline.
Doing it yourself is not the mistake. Carrying on doing it yourself after the first cheque clears is. From that moment the register stops being your own admin and becomes somebody else’s evidence.
