UK limited companies must keep a range of accurate business and financial records under UK company and tax law. These records show how the company is run, owned, how it trades, and how it meets its legal and tax obligations.
From incorporation documents to VAT records and meeting minutes, directors are responsible for storing records correctly and making them available when required. Even when accountants or bookkeepers handle the day-to-day admin, directors remain legally accountable for record keeping.
Below, we explain the main types of company records you need to keep, how long you must retain them, and where they should be stored.
Key takeaways
- Limited companies must keep incorporation documents and the register of members for the company’s entire lifetime.
- Accounting and financial records must be retained for at least 6 years to comply with HMRC requirements and avoid penalties.
- The register of members must be kept at your registered office or approved SAIL address and be available for inspection when required.
- Thoroughly understanding company record retention rules helps directors stay compliant, avoid penalties, and keep their business running smoothly.
Record-keeping rules for UK limited companies
UK law requires limited companies to keep a range of business and financial records. Some establish the company’s legal status and ownership, while others record its trading activity, finances, and tax position.
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Let’s review the core limited company records and the relevant record-keeping responsibilities for each category.
1. Incorporation and formation documents
Upon forming a limited company in the UK, the very first records you need to keep are the incorporation documents. These are as follows:
- Certificate of incorporation – official proof that your company legally exists, issued by Companies House
- Memorandum of association – a statement confirming the subscribers’ intention to form the company and become members
- Articles of association – the written rules about running your company, including how shares are issued and how directors make decisions
Companies House issues the certificate of incorporation upon approving the formation of a new company. The memorandum of association is generated as part of the incorporation process when you submit form IN01 (Application to register a company). You choose your company’s articles of association before incorporation.
When you register through a company formation agent
If you register through a company formation agent like 1st Formations, you’ll receive digital copies of your incorporation documents by email. We also provide:
- Share certificates for the first shareholders (if the company is limited by shares)
- Guarantor certificates for the first guarantors (if the company is limited by guarantee)
You must deliver share certificates within 2 months of the shareholders receiving their shares (for the company’s first shareholders, this is the incorporation date). The company must also retain copies of these certificates for its own records. You should keep all incorporation documents for your company’s entire lifetime.
2. Statutory company registers
As of 18 November 2025, companies must keep their own register of members at the registered office or a SAIL address.
Your register of members is the company’s legal record of ownership and one of the most important records you’ll maintain. It must include details of all shareholders or guarantors, including:
- Their full names and addresses
- The date they became members
- Details of the shares they hold (or the guarantee amount, if limited by guarantee)
This creates a continuous record of ownership from the date the company was incorporated.
The register of members must be kept available for public inspection at the location notified to Companies House – either your registered office or a Single Alternative Inspection Location (SAIL address).
As of 18 November 2025, companies are no longer required to keep local statutory company registers of directors, directors’ residential addresses, secretaries, or PSCs.
These duties are replaced by a requirement to keep the central register at Companies House up to date via filings. Essentially, you don’t need to replicate these details in your own record.
3. Financial and accounting records
Accounting and financial records provide key details about a company’s financial transactions and business activities. You’ll use these to track income and expenditure, monitor cash flow, evaluate the company’s performance, and prepare annual accounts and tax returns.
The accounting and financial information you must keep includes records of the following:
- Goods and services bought and sold by the company
- All forms of income and expenditure, including invoices, credit or debit notes, contracts, sales books, till rolls, receipts, petty cash books, orders, and delivery notes
- Company assets, liabilities, and credits
- Inventory of all stock and assets owned at the end of each financial year
- The stocktaking used to work out the inventory figures
- Details of who goods and services were bought from and sold to, with the exception of retail sales
- Import and export documents
- Bank statements, paying-in slips, interest certificates, and general banking correspondence
- Copies of annual accounts and Company Tax Returns
- Dividend vouchers
- Directors’ loans and loan accounts
If you register for VAT, you must also keep VAT records. You’ll use these to account for all VAT transactions and complete a VAT Return for HMRC at the end of each accounting period.
4. Employment and payroll records
If you hire people to work for your company, you need to keep certain employment records relating to your staff and payroll.
As an employer, you’re legally required to collect and keep records of the following:
- Employees’ pay, including salary or wages and any statutory pay, such as Statutory Sick Pay and Maternity Pay
- Deductions you make on wages or salaries, such as Income Tax, National Insurance contributions, and Student Loan repayments
- Reports you send to HMRC through Pay As You Earn (PAYE), such as Full Payment Submissions and Employer Payment Summaries
- Payments you make to HMRC – these include the deductions you make from employees’ pay, as well as any employer’s National Insurance you pay
- Tax code notices
- Employee leave and sickness absences
- Taxable expenses or benefits you provide to employees
- Payroll Giving Scheme documents
- Records proving that you are paying at least the minimum wage
- Agreements about employees’ working hours, pay, and conditions (such as contracts)
- Documents showing why a worker is not legally entitled to the minimum wage (if applicable)
- Employee pension schemes
Your employment records must be detailed enough to show that your company has reported payroll information accurately to HMRC. In most cases, these records must be kept for at least 3 years from the end of the tax year to which they relate.
Construction Industry Scheme (CIS)
If your company is registered as a contractor under the Construction Industry Scheme (CIS), you must also keep records of:
- The gross amount of each payment invoiced by subcontractors, excluding VAT
- Any deductions you make from subcontractor payments
- (if you make deductions) the costs of any materials a subcontractor invoices you for, excluding VAT
If you also have employees, your PAYE Scheme records will include the details of payments, deductions, and reports relating to the CIS scheme.
5. Legal and contractual documents
There are also various types of general business records you need to keep about your company, including copies of the following:
- Directors’ service contracts
- Records of company resolutions – these are legally binding decisions made by the company shareholders, guarantors, or directors
- Minutes of meetings – those pertaining to general meetings of the members and board meetings of the directors
- Directors’ indemnities – promises the company makes for payments of claims or legal costs if something goes wrong and the company is at fault
- Records relating to transactions when someone buys shares in the company – these should include copies of returns of allotments of shares (form SH01) that the company must file with Companies House after issuing new shares after incorporation
- Stock transfer forms authorising the transfer of shares from one person to another
- Contracts and documents relating to the redemption or purchase of own shares
- Lease agreements if the company rents commercial premises
- Contracts with suppliers and service providers
- Records of debentures – these are promises of the company to repay loans at a specific date in the future
Keep these records securely and in a place all directors can access. Remember that the register of members must be kept at the registered office or a SAIL address and be available for inspection.
6. Charge instruments
Charge instruments – such as loan agreements, mortgage deeds, or debentures – deserve special mention as a slightly different category of record.
While charges must be registered at Companies House, the company should retain the underlying legal documents as part of its own records.
If your company has debenture holders (lenders who have taken a charge over the company’s assets), many companies also keep a register of those lenders as a practical record of who holds security over the business.
How long do you need to keep business records?
You’ll need to keep different records for different periods. It’s important to clarify that the company (as its own legal entity) must keep these records, but it’s the directors who are legally responsible for making sure they are properly maintained and available when required.
Retention timelines by record type (for a limited company)
| Record type | Minimum retention period | Notes |
|---|---|---|
| Register of members | Entire life of the company | Must retain historic entries to show changes over time |
| Minutes of meetings & company resolutions | At least 10 years from date of meeting or resolution | Includes board and shareholder resolutions |
| Accounting & financial records | At least 6 years from end of financial year | Required under HMRC rules |
| VAT records | In most cases, at least 6 years from date created | Some VAT schemes may require longer retention |
| Employment PAYE & payroll records | At least 3 years from end of relevant tax year | Includes payroll and PAYE information |
| Minimum wage records | At least 6 years from end of the relevant pay reference period | Must show compliance with the National Minimum Wage |
| CIS records | At least 3 years from end of relevant tax year | Construction Industry Scheme compliance |
When in doubt, it’s recommended best practice to keep all important business and financial records for at least 10 years. Many companies now use cloud storage to keep records indefinitely.
Longer retention in specific circumstances
In most cases, the standard company record retention periods will apply. However, there are a few key scenarios where you’ll need to keep records for longer:
- If your company’s records relate to a transaction that spans more than one accounting period, keep those records until 6 years after the end of the latest accounting period they relate to.
- If HMRC carries out a compliance check into your Company Tax Return, you must keep all relevant records until the check is complete. This may extend well beyond the usual 6-year period. The same applies if you submit a Company Tax Return late – in that case, keep the supporting records for 6 years from the date you actually submitted it.
- If your company buys something with a lifespan that extends beyond one accounting period – such as property or expensive equipment – keep the purchase records for 6 years after the end of the period in which you dispose of the item.
- VAT documents relating to schemes such as the MOSS/OSS (One Stop Shop) and Capital Goods Scheme must be kept longer than the usual 6 years.
It’s always better to be safe than sorry, so most companies opt to keep records indefinitely until there’s a specific need to delete them, assuming the retention period no longer applies.
Records related to paying the minimum wage
If your company employs staff, you must be able to show that you are paying them at least the legal minimum wage. This means keeping clear and accurate records of pay, hours worked, and any deductions.
Unlike most payroll records, which usually only need to be kept for three years, you should keep minimum wage records for at least six years.
Penalties for inadequate record keeping
HMRC can impose penalties of up to £3,000 for failing to keep adequate records or not retaining them for the required period. In serious cases of misconduct, directors can also face enforcement action, including potential disqualification.
From a company law perspective, failures to maintain statutory records or make them available when required can trigger enforcement action. This similarly could involve court proceedings, criminal liability for directors, and, in serious cases, disqualification.
But putting the letter of the law aside, when you don’t keep accurate, compliant records, the risks compound. It becomes much harder to complete tax returns or prepare your company accounts, not to mention maintain accurate revenue and profit and loss (P&L) statements, and so on.
Where and how to store limited company records
You must keep the register of members at your registered office or SAIL address. Directors should store other business records securely and make sure they can access and produce them quickly when required.
Registered office vs SAIL address
Your registered office is your company’s official address where Companies House, HMRC, and other government agencies send statutory mail and legal notices. You must keep the register of members at the location notified to Companies House – either your registered office or a SAIL address.
If it’s inconvenient to make the register available for inspection at that location, you may keep it at a SAIL address instead. Your SAIL address must be in the same UK jurisdiction as your registered office, so England and Wales, Wales only, Scotland, or Northern Ireland.
If you decide to use a SAIL address, register it with Companies House using form AD02. When moving the register from the registered office to the SAIL address, notify Companies House on form AD03. To move the register back, use form AD04.
You have a legal duty to report changes within 14 days and keep your company details up to date via your annual confirmation statement.
Digital vs physical formats
UK company law doesn’t mandate a specific format, which means records may be stored either digitally or physically, provided they’re secure, complete, and available for inspection at the notified location. However, most companies now keep records in digital format for security and reliability.
Making records available for inspection
The register of members must be available for inspection on business days for at least 2 hours during normal business hours (9 am to 5 pm).
Any person, including members of the public, can request access to a company’s register of members. However, the company can challenge the request if it believes the information is being sought for an improper purpose, such as building marketing lists, selling shareholder data, or using the information in a way that could harm the company or its members.
When a request is made under section 116 of the Companies Act, the company must respond within 5 working days by either complying with the request (if for a proper purpose) or applying to the court for a “no access order”.
If the company doesn’t respond within the required timeframe, both the company and the responsible officers could face fines and even criminal penalties.
Who can inspect your company records?
Understanding who has the right to inspect your limited company records helps you respond appropriately to requests. Different rules apply depending on whether the person making the request is a shareholder or a member of the public.
Shareholder rights
Shareholders generally have the right to access the register of members (generally free of charge) and relevant member decision records. Their rights as shareholders mean they don’t need to state a purpose for inspection.
Requests from the public
Non-members can request access to the register of members for a “proper” purpose.
Proper purposes typically include matters related to the company’s business affairs, shareholder interests, or legal compliance. Improper purposes might include gathering information for marketing databases or pursuing activities harmful to the company’s interests.
When someone requests inspection, they should provide the following information:
- Name and address of the person making the request
- Name of the company or organisation they are acting on behalf of, if applicable
- The purpose of the inspection
- Whether the information will be disclosed to a third party and, if so, to whom
- How the information will be used
Companies may charge a prescribed fee to non-members for inspection.
HMRC inspections and penalties
HMRC has the power to inspect your accounting and financial records during compliance checks. If you can’t produce records, HMRC may make estimated assessments of your tax liability, which are often higher than what you truly owe.
Be aware that the risks stack up rapidly. When standards slip across the business, both the company and its directors become exposed to legal, financial, and regulatory consequences.
Changes to company record-keeping laws in November 2025
Since 18 November 2025, new rules under the Economic Crime and Corporate Transparency Act (ECCTA) have changed how companies keep their statutory records.
Instead of maintaining several separate registers, most of this information is now held at Companies House, making life simpler for directors and cutting down on admin.
What the ECCTA means
From 18 November 2025, companies no longer need to maintain internal statutory registers for:
- Directors
- Directors’ residential addresses
- Secretaries
- People with significant control (PSC)
Instead, this information is recorded and held centrally at Companies House.
Companies must still file this information with Companies House and update it with relevant changes. So, although these registers are no longer kept internally, the legal responsibility for maintaining them remains with the company and its directors.
What details do you need to keep since the ECCTA?
You must still maintain a register of members (shareholders or guarantors) at your registered office or SAIL address. This is now the only statutory register that companies are required to keep locally for inspection.
If your company previously held its register of members at Companies House, you need to create and maintain a full register of members at your registered office or SAIL address.
Digital storage and inspection addresses
The law concerns where records are available for inspection, not how they are stored.
You can keep your register of members digitally – for example, in cloud storage – as long as it can be accessed and produced at your registered office or SAIL address when required.
In other words, the registered office or SAIL address is the legal inspection location, but the register itself doesn’t need to be kept on paper in a filing cabinet.
Common limited company record-keeping mistakes
Even with good intentions, directors sometimes make record-keeping mistakes that can lead to penalties. Here are the most common errors and how to avoid them.
1. Forgetting to file AD02–AD04 forms
When you set up or change a SAIL address for your register of members, you must notify Companies House within 14 days. Many directors forget to file form AD02 (to register the SAIL address), form AD03 (to specify that the register is kept there), or form AD04 (to move the register back to the registered office).
Missing these deadlines can result in penalties and confusion about where your register of members is held. Set reminders to file these forms promptly whenever you make changes.
2. Failing to issue share certificates
You must provide share certificates to members within 2 months of the share allotment (often on incorporation for the first shareholders). Many new companies overlook this requirement.
While this might seem like a minor administrative task, failing to issue certificates can cause problems later – particularly if shareholders want to sell or transfer their shares. Keep copies of all certificates you issue for your company records.
3. Keeping incomplete PSC records
Even though you no longer need a local PSC register, you must ensure PSC details filed at Companies House are accurate and kept up to date. Failures can lead to enforcement action and, in some cases, criminal penalties.
Common mistakes include failing to record all required information, failing to update Companies House promptly when changes occur, or failing to investigate and properly record PSCs.
If you’re unsure about who qualifies as a PSC or how to file the information, seek professional advice.
Master record keeping for your limited company
Keeping proper limited company records is fundamental to running a compliant business.
To recap the core responsibilities, companies must keep incorporation documents and the register of members for the lifetime of the company, meeting minutes and resolutions for at least 10 years, and accounting and tax records – including VAT and payroll records where relevant – for at least 6 years. This is a statutory baseline that can be extended in various scenarios.
In November 2025, the ECCTA simplified record keeping. Companies now need only maintain an internal register of members at the registered office or a SAIL address, with most other statutory information held at Companies House. However, the core requirements surrounding company record retention remain consistent.
If you want comprehensive support with your company secretarial duties, discover expert guidance from 1st Formations and our Hassle-Free Compliance Service.
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Comments (2)
Hi, i was a sole traider (self employed) i started my own limited company due to earning more money now, i need to know weather my boss still holds the 20% tax of all my invoices or do i get paid in full and pay my own taxes?? Do i have to earn the gross statis ?
Dear Michael,
Thank you for your message.
We are not accountants so cannot advise on matters such as this and would advise that you seek specific advice from an appropriate professional.
Best regards,
1st Formations Team.