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.

Key Takeaways

Company secretarial services cover the statutory administration that keeps a company compliant with Companies House: filing the confirmation statement, maintaining statutory registers, and recording changes to directors, shareholders, and persons with significant control.

Private companies are no longer legally required to appoint a company secretary, so these duties fall on the directors unless the role is outsourced.

Identity verification for directors and PSCs became a legal requirement on 18 November 2025. Companies House has confirmed this launched a 12-month transition period, with existing directors and PSCs expected to have verified by mid-November 2026, tied in practice to each company’s next confirmation statement.
A charge, such as a mortgage, bridge loan, or refinance, must be registered at Companies House within 21 days under CA 2006 s.859A. If you miss this deadline, it can affect your priority compared to other creditors.

The digital filing fee for a confirmation statement is £50, rising to £110 for paper filings.

Companies with multiple directors, frequent shareholder changes, or overseas stakeholders tend to benefit most from outsourcing this function.

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 need to keep registers of directors, secretaries, members, and PSCs in the format required by CA 2006 ss.113–128. These records must 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.

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.

Charge registration on refinance (MR01)

Registration of 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 must be registered at Companies House within 21 days under CA 2006 s.859A. Missing deadlines means the charge can be void against a liquidator or administrator. Filing MR01, registration of charge form is important for any lender reviewing your structure.

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.

Up to 15 SPV changes included every year. Director appointments, share transfers, PSC updates, and address changes — all filed correctly, all included in your £149 annual fee

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.

FAQ

Do I still need to appoint a company secretary?

No. Private limited companies have not been required to appoint a company secretary for some years. If one is not appointed, the directors take on the associated responsibilities themselves.

What happens if a confirmation statement is filed late?

A company can be fined up to £5,000 for failing to file its confirmation statement, and Companies House can begin the process of striking the company off the register. There is a short grace period: filings are accepted up to 14 days after the review period ends. Once that passes, the company is in default and both the financial penalty and strike-off risk apply.

Does identity verification apply to overseas directors?

Yes. The requirement applies regardless of where a director or PSC is based, including directors of overseas companies with a UK branch. Verification can be completed directly through the government’s identity service, which accepts biometric passports from any country, or through an authorised corporate service provider.

Can I file my own confirmation statement without a secretarial service?

Yes, provided the underlying company information is accurate and every director or PSC required to provide a personal code has completed identity verification. Many single-director companies file this themselves online.

What is the difference between a confirmation statement and annual accounts?

The confirmation statement confirms that Companies House holds accurate company details: directors, shareholders, registered office, and PSCs. Annual accounts report the company’s financial position and performance for the year. Both are mandatory, but they serve entirely different purposes and have separate deadlines.

Get a Dedicated Company Secretary — from £149

All your confirmation statements, registers, PSC filings, and refinance charge registrations, handled by one account manager who knows your SPV

Company Secretarial Services for Property SPVs: The Complete Guide

Key Takeaways