This guide is maintained as a current resource for September 2026 and covers only the laws of England and Wales. Information is for general guidance, not legal advice. Consult a qualified solicitor for advice specific to your situation.
Detailed guide to registering charges after company formation in the UK. Learn when and how to register security interests with Companies House, statutory time limits, forms and fees, legal effects, risks of non‑registration, and practical steps to protect lenders' and companies' interests.
After a company is formed in England and Wales, it may grant security over its assets - for example to secure a loan or mortgage. Legalising such security involves registering charges with Companies House, the UK registrar of companies. A “charge” is a form of security interest given by a company over its assets in return for credit or other obligations. Registering these charges correctly and on time is essential for compliance with the Companies Act 2006, protecting the interests of lenders, creditors and the company itself. This article explains what charge registration is, why it matters, the legal process, time limits, practical steps, risks of non‑registration, and common questions about filing charges after company formation.
What Is a Charge?
A charge is security created by a company over an asset or assets to secure payment of a loan or fulfilment of other obligations. Common examples include fixed charges over specific property (such as land or machinery) and floating charges over a pool of assets that may change over time. These mechanisms provide lenders with security: if the company defaults, the lender can enforce the charge against the asset to recoup the loan.
Legal Requirement to Register a Charge
Under the Companies Act 2006, when a charge is created by a company, the details of that charge must be delivered to Companies House for registration promptly. Filing details ensures the charge is entered on the public charges register, which is part of the company's public record. Registration does not itself create the security, but it provides crucial priority protection in insolvency situations.
Since April 2013, most charges created by UK companies must be registered with Companies House; prior to that, companies kept internal statutory registers, but modern practice places the register with the registrar.
Time Limits and Deadlines
The law requires that charge registration details be delivered to Companies House within 21 days of the day after the charge is created. This deadline is strict: if a charge is not registered within this period, it will generally be void as security against a liquidator, administrator or other creditor in insolvency, meaning the lender loses priority and protection. A later court order may allow registration out of time in exceptional circumstances, but this is complex and not guaranteed.
What Details Must Be Filed
To register a charge, the following must usually be provided:
- Particulars of the charge: date, type (e.g., fixed or floating) and description of secured assets;
- Certified copy of the instrument creating or evidencing the charge (e.g., mortgage deed);
- Names of the lender and the company; and
- Any other prescribed particulars required by Companies House.
Where paper forms are used, a certified copy of the charge instrument must accompany the filing; the original instrument is not required and will be retained on the public record.
Forms and Filing Channels
Charges can be registered using different forms depending on the circumstances:
- Form MR01: the principal form for registering a new charge created by a company;
- Form MR02: used where property or an undertaking has been acquired and the charge is created on or after 6 April 2013.
These forms (and related ones for modifying or satisfying charges) can be filed online via WebFiling (with associated fee) or by post to Companies House. Online filing is typically quicker and preferred.
Fees for Registering a Charge
Filing a charge with Companies House carries a statutory fee, which varies by method:
- Online registration costs a lower fee (currently around £14);
- Paper registration costs more (around £24).
These fees are updated periodically, so users should check the latest schedule on the official Companies House fee list before filing.
Legal Effects of Registration
Protection of Security
Registration lodges details of the charge on the public record. In insolvency, a registered charge gives the lender priority over unsecured creditors in relation to the charged assets. If a charge is not registered in time, it may be invalid as against a liquidator or administrator, meaning the lender could lose its secured position. The underlying debt remains payable by the company, but the lack of priority reduces the value of the security.
Public Notice
Once the charge is registered, Companies House typically issues a certificate of registration of charge that contains key details like the company name, charge code, creation date and registered particulars. This certificate provides evidence of registration and is often requested by lenders or purchasers conducting due diligence.
Registration of Charge Variations
When circumstances change after the initial registration - for example, if the charge is satisfied in full or part, or if charged property is released or no longer belongs to the company - the company or interested person should file updated particulars using dedicated forms (e.g., MR04, MR05). Keeping the charges register up to date avoids misleading entries that could affect future lending or transactions.
What Happens If a Charge Is Not Registered on Time
Not meeting the 21‑day deadline does not make the underlying security illegal, but it risks the charge being ineffective in insolvency situations. That means if the company enters liquidation or administration, the lender may rank only as an unsecured creditor for the purposes of distribution. Historically, failure to register was a criminal offence, but this has been abolished; however, the practical consequences remain significant. In some cases, a company or interested person can seek a court order to extend the registration period, but obtaining such an order involves legal procedures and evidence to justify late filing.
Practical Steps to Register a Charge
- Determine if a charge has been created: typically the date of the charge instrument.
- Gather required details and a certified copy of the instrument.
- Choose filing method: online or paper, noting fee differences.
- Complete the relevant form (MR01 or MR02) accurately.
- File within 21 days to ensure the security is protected.
- Retain confirmation and certificate of registration as proof.
Engaging professional legal or accounting advisers can help ensure that filings are accurate, complete and timely, reducing the risk of challenges or disputes.
Common Questions
Do all charges have to be registered?
Most charges created by UK registered companies must be registered. Certain limited exceptions (e.g., specific rent deposit arrangements) may not require registration, but these are narrow and specialist. When in doubt, filing is often advisable to protect security interests.
Is the original charge document needed?
No. A certified copy of the instrument is required for registration; the original is not submitted. This certified copy will be displayed on the public record.
Can late registration be fixed?
Yes, but only with a court order allowing the charge to be registered out of time. Courts typically require compelling evidence to grant such an extension.
Key Takeaways
Registering charges after company formation is an important statutory obligation required under the Companies Act 2006. When a company creates security over its assets, it must deliver details to Companies House within 21 days, using forms such as MR01 or MR02. Timely registration secures priority in insolvency and provides public notice of the security. Failure to register on time can undermine the enforceability of security against other creditors, although underlying debt obligations remain. Understanding the process, deadlines and documentation involved helps companies, lenders and advisers manage legal and financial risks effectively in the context of secured lending and asset charges.
