Company Secretarial Services for Property SPVs: The Complete Guide

When you run a property SPV, staying compliant with Companies House is an ongoing task. Each time you refinance, you need to register a new charge. Bringing in a new investor means filing a PSC update. Every year, you have to submit a confirmation statement. If you miss any of these steps, the consequences are real. A lender might flag your records during an application, or Companies House could begin the process of striking your company off.

This guide explains what company secretarial services for SPVs include, who takes care of them if you do not have a dedicated provider, and what has changed with identity verification. When helpful, we have added links to the services that handle each task.

What Company Secretarial Services Cover for an SPV

The phrase covers a cluster of related duties rather than a single task.

Confirmation statement (CS01)

At its core sits the confirmation statement. Every company must submit this filing at least once every twelve months, confirming that the details Companies House holds are accurate: registered office address, director and shareholder information, and the register of people with significant control. A company secretarial service prepares this filing, checks it against the company’s own statutory registers before submission, and tracks the deadline so it is never missed.

For a property SPV, the SIC code is more important than many directors think. Use 68209 for buy-to-let (letting of own real estate), 68100 for trading SPVs, or 41100 for new-build vehicles. If you choose the wrong code, your filing will still go through, but your public record will not accurately show what your company does.

Statutory registers

You must keep a register of members (shareholders) in the form required by CA 2006 ss.113–128. Since 18 November 2025, companies no longer need to keep their own registers of directors, directors’ residential addresses, secretaries or PSCs; that information is now held only on the central register at Companies House, so it must be filed there on time and kept accurate. The register of members, board minutes and resolutions must still be accurate and up to date, not put together at the last minute. Lenders, buyers, or HMRC will ask to see them during due diligence on your SPV.

Keep the company’s certificate of incorporation alongside these registers too, it is usually the first document a lender or solicitor asks for, and a replacement can be ordered from Companies House if the original has gone missing.

PSC register and control thresholds

You must file forms PSC01–PSC09 under CA 2006 Part 21A whenever ownership changes. This includes when an investor joins, leaves, or crosses the 25%, 50%, or 75% control thresholds. This is especially common in SPVs with joint venture partners or family shareholdings, where changes in ownership may not look like a straightforward sale and can be easy to miss.

Each PSC change must be filed at Companies House within 14 days of the company confirming it; there is no longer a separate company-kept PSC register to update first. The next confirmation statement (CS01) then confirms the PSC information is still correct, but it does not replace the 14-day filing.

Charge registration on refinance (MR01)

Registering a charge is easy to overlook, but it is one of the most important steps for a property SPV. Every mortgage, bridge loan or refinance creates a charge that should be registered at Companies House within 21 days, beginning with the day after the charge is created (CA 2006 s.859A). If it is not, the charge is void against a liquidator, administrator or creditor of the company (s.859H). Filing form MR01 to register the charge correctly is something any lender reviewing your structure will check.

Corporate event paperwork

You need to keep board minutes, shareholder resolutions, notices of director appointments or resignations, share allotments and transfers, and updates to the registered office or email address. In an SPV, these events often happen around deals, such as a new investor joining during a purchase or a director change during a refinance.

Who is responsible if there is no company secretary

A private limited company in the UK is not legally required to appoint a company secretary. This has been the position since the Companies Act 2006 took effect. It is still worth checking a company’s own articles of association, though, since some, particularly those adopted before this change, can still make the role compulsory unless amended by special resolution. Public limited companies remain required to appoint a qualified company secretary regardless.

Where a private company has no secretary, responsibility for the underlying duties sits with the directors: filing the confirmation statement, keeping registers accurate, and notifying changes on time. This is often where the gap opens up. Directors are frequently focused on running the business and can treat these obligations as background administration until a deadline is missed or a filing is rejected.

Outsourcing the function to an accountant, formation agent, or specialist company secretarial service does not remove the underlying legal responsibility from the directors. What it does is put a system and a diary in place to make sure the work actually gets done.

Identity verification and why it now matters more

A significant change has reshaped this area of compliance. Under the Economic Crime and Corporate Transparency Act, identity verification became a legal requirement on 18 November 2025 for company directors, persons with significant control, and members of limited liability partnerships.

New directors and PSCs must verify their identity before appointment, either directly through the government’s identity service or through an authorised corporate service provider. For directors already in post, the deadline in practice is the date their company’s next confirmation statement is due. This sits within a 12-month transition period that Companies House expects to complete around mid-November 2026, when it estimates 6 to 7 million existing directors and PSCs will need to have verified.

Once verified, an individual receives a unique personal code that must be quoted on relevant filings. A confirmation statement cannot be accepted if the required personal codes are missing. This means an unverified director can bring a company’s filing to a halt even where every other detail is correct. Identity verification has therefore turned from a one-off administrative task into something that needs tracking across every director and PSC a company has, particularly for group structures or companies with several individuals holding these roles.

Cost and filing fees

Since 1 February 2026, the Companies House fee for filing a confirmation statement digitally has been £50, up from the previous rate, with paper filings now costing considerably more at £110. This is the statutory fee payable to Companies House itself, and it sits separately from whatever a professional adviser charges for preparing and submitting the filing on a company’s behalf.

Providers vary considerably in how they price the wider company secretarial service. Some offer a bundled annual service covering the confirmation statement, register maintenance, and a set number of company changes. Others charge per event, such as a fixed fee each time a director is appointed or resigns.

Dormant SPVs Still Have Obligations

If you set up an SPV before a purchase or leave it inactive between deals, it still has Companies House obligations even if it is not trading. You must file dormant company accounts to keep the company registered and ready for use. This is an easy detail to miss, especially when the SPV was created in advance for a specific transaction.

Do you need to outsource this

Not every company needs a dedicated company secretarial service. A sole director running a straightforward single company, comfortable using accounting software that integrates with Companies House filing, can often handle the confirmation statement without external help. The filing itself, once the underlying details are correct, takes relatively little time online.

The calculation changes for companies with more moving parts. Multiple directors, frequent share transfers and redesignations, PSC changes, or shareholders based overseas all increase the volume and complexity of filings, and each of those events now carries an identity verification dimension that adds a further point of failure if not tracked properly. Businesses in this position tend to find that a professional company secretarial service closes the gap between filings and avoids the kind of last-minute scramble that leads to errors or missed deadlines, particularly when it is coordinated with whoever prepares the annual accounts.

Conclusion

For a property SPV, company secretarial compliance is not just background admin. It directly affects whether a lender approves your next refinance, whether a buyer’s due diligence goes smoothly, and whether Companies House sees your company as being in good standing. The legal responsibility always rests with the directors. Managing this well is the kind of task that benefits from a dedicated system, especially as refinance charges and identity verification become part of the process.

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