Companies House

 
 

Guidance on avoiding rejection of share capital forms SH03, SH06, SH14 and SH05

Whether you are reducing share capital or allotting new shares, take a look at the most common reasons why Companies House rejects share capital forms and what you can do to file them correctly first time.

More detailed guidance on share capital

SH03 - Return of purchase of own shares
(reject reason: omission of date shares were delivered to company)

Over 50% of rejections are due to the omission of the 'Date that shares were delivered to the company' (Section 2)

Please complete "Date that the shares were delivered to the company" in Section 2.

SH03 - Return of purchase of own shares
(reject reason: omission of HMRC stamp or certification)

Over 25% of rejections are due to the form not being stamped by HMRC or certified.

If transaction(s) exceeds £1,000 the form must be stamped by HMRC (in Section 2) before filing at Companies House.

OR, if HMRC stamp not required...

If transaction(s) does not exceed £1,000 please tick the checkbox in Section 4 (HMRC stamp not required).

SH06 - Notice of cancellation of shares
(reject reason: insufficient Prescribed Particulars)

35% of rejections are due to insufficient Prescribed Particulars being provided.

Please provide Prescribed Particulars in the Statement of capital (section 7). If you are unsure what to provide, please read What are Prescribed Particulars?

SH14 - Notice of redenomination
(reject reason - form incorrectly used)

All rejections are due to the form being used for the wrong purpose, such as incorrectly using Form SH14 to register a sub-division (pounds to pennies) or consolidation of share capital.

Only use Form SH14 to change the currency (redenomination) of a company's share capital (e.g. dollars to pounds).

Note: if you wish to carry out a sub-division or consolidation of a company's share capital please use Form SH02

SH05 - Notice of cancellation of treasury shares by a PLC
(reject reason: amount to be cancelled exceeds amount held in Treasury)

50% of rejections are due to the amount of 'Treasury shares to be cancelled' exceeding the total amount already held in Treasury.

Please ensure the correct amount is provided on Form SH05 (Section 2) and Form(s) SH03 has previously been filed with the correct amount of shares held in Treasury (purchased into Treasury).

SH05 - Notice of cancellation of treasury shares by a PLC
(reject reason: insufficient Prescribed Particulars)

50% of rejections are due to insufficient Prescribed Particulars being provided.

Please provide Prescribed Particulars in the Statement of capital (section 6). If you are unsure what to provide, please read What are Prescribed Particulars?

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