Companies House

4. Miss K complains about CH in relation to its handling of her late submission of business accounts in 2025.

5. She says CH failed to address her correspondence on her late submission correctly, treating it as an appeal and not a complaint. She says this breaches CH’s processes on the consideration of complaints and appeals.

6. She says CH’s mishandling led to procedural bias in its consideration of her fine. She says she has been denied a fair opportunity to challenge the fine as CH treated her emails as an appeal and rejected it, before she had been notified of the fine being issued and given guidance on the appeals process.

7. She seeks a formal apology for failings and to place her back in the position she should have been had the correct process been followed.

8. Miss K was due to file business accounts on 12 September 2025. Due to having difficulties with CH’s online portal as she has ADHD, she submitted documents via next day delivery post instead on 9 September. Unfortunately, she subsequently discovered in mid-October her submission had been rejected due to being in the wrong format when the post was returned to the virtual office she uses for her business.

9. Miss K submitted her accounts online on 15 October as there was a new portal she found more accessible. She also sent CH an email that day explaining the mitigating circumstances behind her late submission. She received CH’s notification of a £350 late submission penalty on 22 October, which had been issued the day she submitted her accounts correctly. Her email and a later one sent before she got the notice, were handled as appeals against the fine and declined by CH.

10. Miss K then raised a complaint with CH, as her understanding was that a fine cannot be appealed until after the notice has been received. She argues that the handling of her correspondence was procedurally incorrect, and denied her a fair opportunity to lodge and appeal against the fine as she had not been informed of her rights, how the process works or what support or reasonable adjustments she could seek first.

11. CH did not uphold her complaint and stated the appeal decision would be the same regardless of whether it was based on communication before she got the notice or after, as her reasons for late submission would not qualify for waiving the fine. We do not outline the full consideration of this here as Miss K has never presented a formal appeal. CH is yet to deliver a final appeal decision, and this is still open to challenge.

12. Miss K escalated her complaint to CH’s Independent Adjudicator, who also did not uphold the complaint. It did recognise Miss K’s point about she felt her correspondence being treated as an appeal, when not being intended as one, denied her the opportunity to fully present her case.

13. The Independent Adjudicator recommended that if Miss K wished to submit a formal appeal this should be allowed and sent to the CH Late Filing Penalties Team for consideration as this would ensure a fair opportunity for consideration. Miss K then escalated her complaint to PHSO and has not, as yet, filed a formal appeal.

16. Before we decide if we should conduct a detailed investigation of a complaint, we look at whether there are signs the organisation has got something wrong. We do this by comparing what should have happened with what did happen. We have done this and have not found any indications that something has gone wrong.

17. In considering Miss K’s complaint we have taken a proportionate approach. It is clear the underlying motivation for complaining is to remove the fine she has been asked to pay, and we note the appropriate route to achieve this is via an appeal. This is the only route open to her to achieve that outcome.

18. Miss K’s complaint is that CH treated correspondence sent before she had received a penalty notice as an appeal, and this is maladministration. She says CH’s guidance says an appeal cannot be lodged before notification of the penalty, and so the fine should be cancelled.

19. In relation to her view on CH guidance, she has cited several extracts shown below to support her claim that CH failed to follow correct procedure:

‘You can appeal a penalty … you get for filing your company accounts late.’

‘If you need help with your appeal … because you have a disability or a health condition, you can contact Companies House.’

‘If you've received a penalty from Companies House you can: • pay online • pay by bank transfer or cheque • appeal a penalty

‘Pay online - To use this service, you'll need: • the information on your penalty notice (this was sent to you in the post) • a credit or debit card’

20. We do not agree any of these parts of guidance should be interpreted as saying CH must only consider if there are grounds for a successful appeal after the penalty notice is received and a formal appeal has been lodged. The guidance sets out helpful information for the appellant, and any reference to needing information from the notice appears to relate to payment, not challenges.

21. While we take Miss K’s point that CH providing an initial appeal decision before she could present her case properly may have disadvantaged her, we see no breach of guidance which would constitute maladministration. The guidance simply sets out the usual order of events without barring CH from using its judgement to anticipate the likelihood of Miss K having an appeal accepted.

22. The Ombudsman’s principles of good administration say organisations should act 'in accordance with the law and rights of individuals' and 'Public bodies must comply with statutory duties and respect the legal rights of service users, ensuring decisions are lawful and fair.' This appears to have been the case here in the absence us identifying any breach of rules or procedures.

23. In CH’s judgement, it recognised the futility of lodging a formal appeal based on the reasons given and informed Miss K of this at the earliest opportunity. This does not constitute prejudgement or procedural bias. It is, in our view, an example CH providing good customer service by being clear the reasons for late submission would not meet the criteria for a waiving a fine.

24. The Ombudsman’s principles of good administration say organisations should provide 'reasonable and timely decisions' and 'decisions should be based on all relevant considerations, made proportionately, and communicated clearly to service users, including explanations for delays or refusals.' Again, CH looks to have acted in line with this principle in informing Miss K of its position as soon as her email set out her reasons for the late submission.

25. We have taken into account certain fundamental facts. The Companies Act 2006 and the Late Filing of Accounts Regulations 2008, place clear duties on company directors and CH.

26. CH is bound, by law to issue a penalty fine for late submission of business accounts, regardless of the reason. The amount of the fine is set by how late correct accounts are submitted and accepted. Miss K’s accounts were submitted late, this is not disputed regardless of the reason, so issuing a fine was unavoidable as there are no exceptions. Therefore, there are no grounds that could be presented for the fine being reduced, and no indications of any maladministration on the part of CH in this action.

27. CH also is only able waive a fine in specific exceptional circumstances beyond the control of the submitting company. An example provided by its guidance is ‘a fire destroyed your records a few days before your accounts were due’.

28. CH and the Independent Adjudicator have considered the mitigating circumstances Miss K has provided so far, and both stated she does not meet that criteria. If that is the case CH has no choice but to collect payment, as the laws and regulations it operates under do not allow it to do anything else. Again, there are no indications of any maladministration on the part of CH in this action.

29. While we cannot see indications of CH breaching guidance or the regulations, and this is the main reason for us not considering further, we also have considered if we are in a position to provide any worthwhile outcome for her.

30. We would not be able to cancel a statutory fine, or impose our own view on what an appeal decision should be. It is CH’s role to make such decisions, so the most we could do is ask it to look at a decision again if there is any doubt on the robustness of that decision. This appears to have already been offered to Miss K.

31. The Independent Adjudicator has recommended CH consider a formal appeal submission, if Miss K wishes to make one and feels she meets the exceptionality criteria. If she does this will result in her fine being cancelled.

32. We note Miss K will have been in a position to do this since she got the penalty notice in October 2025. She has not done so due to her feeling CH had been biased in its handling. Regardless of CH’s prior appeal decisions, the Independent Adjudicator has invited her to take up this opportunity to provide assurance to her. It’s response states:

‘I note the complainant's position that they have not formally appealed the penalty. For this reason, I recommend that if the complainant wishes to submit an appeal against the late filing penalty, that full reasons are set out in writing to the Late Filing Penalties team for consideration by the Late Filing Penalties Team at the first stage of the appeals process. The complainant is therefore not prejudiced in any way in respect of any future appeal.’

33. We see this recognises it is possible that Miss K could present, as yet unconsidered, reasons which meet the criteria for waiving the fine. She has been encouraged to do this, as that would be the only way CH could deliver a different outcome. It is also the only way to resolve her concern that she has not had a fair opportunity to present her case in full, ask for reasonable adjustments, and access any support she needs.

34. As we have not seen indications of any breach of guidance suggesting maladministration, or action we would take that has not already occurred, we have decided we should not consider this complaint further. We recognise Miss K has found this process stressful and frustrating, but we hope this statement sets out clearly the reasons why we are not in a position to help more.