Occasionally when filling out the online form involved with company formation, it is possible to get certain information wrong or make mistakes such as typos. One of the details which is prone to minor errors is the director’s date of birth. But how can this mistake be fixed – and is it important to fix it?
Does it matter if a wrong date of birth is shown?
The full date of birth of company directors must be submitted to Companies House – although only the month and year is now actually shown on the public register.
Under section 1112 of the Companies Act 2006, it is “an offence for a person knowingly or recklessly … to make to the registrar … a statement … that is misleading, false or deceptive in a material particular”. In other words, providing incorrect information to Companies House on purpose or as a result of recklessness is illegal and can result in fines and, in the most serious cases, imprisonment.
Although inadvertent minor filing mistakes are unlikely to breach section 1112, it is nevertheless important to rectify these as soon as they have come to light, as Companies House uses the date of birth as a way of identifying directors and PSCs.
Please note: A company director must be at least 16 years of age (s. 157). So, if a director is appointed who is under 16 but their date of birth is incorrectly recorded to make them appear over 16, this will be more likely to constitute an offence under section 1112, as an element of intentionality may be inferred by the court.
What is the process for correcting a director’s date of birth?
It is not currently possible for companies to change a director’s date of birth using the Companies House online service. Instead, changes must be submitted either by uploading PDF forms or by posting paper forms.
The process for correcting a date of birth is dependant on when the error occurred:
If a director’s date of birth was stated incorrectly upon incorporation, form RP CH01 must be filled in and submitted to Companies House, together with form RP02A – which is generally used to rectify the Companies House register where inaccurate information was initially delivered.
If the mistake occurred after the company was formed, that is, if a new director was appointed after the company was already registered via form AP01, then a new AP01 form must be filled in with the correct information, including the erroneous date of birth, and sent to Companies House along with form RP04.
So, to summarise – if the director’s date of birth was incorrectly submitted on incorporation, you need to use form RP CH01 and RP02A. If, however, it was submitted incorrectly after incorporation, you’ll need to submit a new AP01 together with an RP04.
Now, one thing to consider when correcting a director’s date of birth is – where else might it also have been incorrectly reported?
While reporting a PSC
Well, for a lot of small companies, a director is often also reported as a PSC. And here too, the incorrect date of birth that has been reported for them as a director may also be incorrectly reported in their position as a PSC. And if that is the case, you’ll need to address this specifically as fixing a director’s date of birth will not automatically fix a PSC’s date of birth, as the two positions are completely independent of one another.
Correcting a PSC’s date of birth depends on how the PSC was first notified at Companies House. If the PSC was reported after incorporation, this will usually have been done using the form PSC01. However, when the PSC regime was first introduced, it was actually the confirmation statement or CS01 that was used to report new PSCs.
If the PSC was appointed at incorporation, there is, unfortunately, no current mechanism in place to correct this, other than to go down the route of a court order. Now because this route is so time-consuming and expensive, most companies simply choose to cease the original notification and re-notify Companies House of the PSC – this time with the correct information.
Can I use a confirmation statement?
Although confirmation statements can be used to update certain types of company information, they cannot be used to correct the details of directors.
It is not possible to change a director’s date of birth using a confirmation statement; it is necessary to use the method outlined above.
What if I am using PROOF?
The PROOF (PROtected Online Filing) scheme allows companies to protect themselves from unauthorised changes to their records. It essentially prevents certain paper forms from being filed, and Companies House will reject these once a company has joined PROOF. Form AP01 mentioned above is covered by PROOF.
If a company is part of the PROOF scheme and wishes to submit a paper form, it will need to get consent for paper filing from Companies House by submitting form PR03.
For more information on how to obtain form PR03, call Companies House Contact Centre on 0303 1234500.
So, there you have it!
A director’s date of birth is one of the main methods used by Companies House to identify directors and PSCs. It is therefore important to make sure this piece of information is correct.
As you have seen, this is an easy mistake to make but it is not so easy to fix, particularly as it cannot be corrected online at Companies House. So, it’s worth getting those dates of birth correct first time!
We hope you have found this blog helpful. If you have any questions please leave them in the comments section below and we will get straight back to you.