Corporate Secretarial Services for CLGs in the UK

Your Company Limited by Guarantee (CLG) needs more than an annual Companies House filing. If a member joins, a director leaves, a Person with Significant Control (PSC) changes or the company address changes, you need to know what should be recorded, what must be filed and who needs to approve it. Coddan provides corporate secretarial services for CLGs in the UK, including agreed paperwork, company records and Companies House filing support, while the directors remain responsible for the company’s decisions. This can be particularly useful for volunteer-led organisations and CLGs with directors based outside the UK.

Appointing a company secretary is not the same as having the company's administrative responsibilities properly handled. A secretary or professional provider can support administration, prepare or coordinate appropriate documents and assist with relevant Companies House requirements, but the appointment itself does not transfer the directors' responsibility for the company. The directors remain responsible for the company and its decisions.

Tell us the job you need completed. We will check the company’s current situation, explain the documents and filing involved, and agree whether a single service or annual support fits. Providing support does not itself mean Coddan is formally appointed as the company secretary. If you are comparing an outsourced company-secretarial support or a annual company-secretarial support package, check whether the provider is offering administrative support or a formal company-secretary appointment.

Coddan is a corporate service provider offering professional corporate administration for guarantee companies. Our company-secretarial work connects company records, decisions and filings, rather than treating each as an isolated form. You can instruct us for a particular task or continuing support, including for a CLG formed by another agent. The company has members, often called guarantors, rather than shareholders. We ask who makes the relevant decisions and what your articles—the company’s governing rules—require before preparing the agreed administration.

A Well-Prepared CLG Needs Proper Administration After Incorporation

Incorporation creates the legal entity; it does not organise every record, approval and recurring task the company will need. A well-prepared CLG should have clear governing rules, accurate information about its members and officers, and a practical way to manage filings and company records. Coddan can help put agreed arrangements in place or review an existing CLG’s records before taking on a defined task or continuing support. The directors and members still make the decisions assigned to them by law and the articles.

Coddan can review the records and information supplied, identify gaps relevant to the accepted instruction, prepare agreed documents and complete the authorised administrative or filing work. The exact scope depends on the task or service selected; it is not a guarantee that every legal, tax or charity requirement has been met.

A CLG is not automatically a registered charity, and incorporation does not itself secure charitable tax recognition. If the organisation has charitable or other regulated activities, identify those separately so the appropriate specialist requirements can be considered. A clear handover should state which records Coddan will maintain, which filings are included, who will monitor any other dates and what the directors must continue to approve or oversee.

Does Your CLG Need a Company Secretary—or Secretarial Support?

These are different choices. A private CLG is not generally required to appoint a company secretary, although its articles or particular circumstances may affect what is appropriate. The company still needs its records, decisions and filings dealt with. Coddan can provide agreed company-secretarial administration without being formally appointed as the company secretary. If a formal appointment is intended, that role and its responsibilities should be expressly agreed and properly recorded.

A single filing or company change does not automatically require an annual package. Equally, an annual service should not be assumed to include every event-driven filing, accounts, tax work, charity-regulator submission or complex correction. Before work starts, Coddan can confirm the accepted task, information and authority required, what the service includes and what would need a separate instruction. The directors remain responsible for company decisions, accurate information and oversight of the company’s obligations.

The right arrangement depends on the company’s real needs: a one-off task, a defined set of recurring administrative tasks, maintenance of particular records and addresses, or an expressly agreed formal appointment. Ask for the scope to be clear before proceeding, especially where the company expects the provider to prepare minutes, handle correspondence, submit a filing or keep records after a transaction.

Company Limited by Guarantee Secretarial Support

An annual Confirmation Statement is only one part of a CLG’s administration. The company may also need its register of members kept current, decisions recorded, officer or PSC changes addressed and registered details maintained. Professional secretarial support can help directors coordinate these related tasks. The practical question is which records, filings and board-administration activities are included in the agreed service. Coddan can carry out that work and identify any separate requirement that needs attention. The directors continue to make and approve the company’s decisions.

The process is more manageable when you know what to supply and who will prepare the agreed documents and filing. For example, after the company approves a director appointment, Coddan can prepare the instructed appointment documents, submit the relevant notification and provide the record of the work completed. You supply accurate details, the appointment date and the required approvals; the directors decide who should join the board. Quick preparation depends on complete information and timely replies, while Companies House decides whether to accept the filing.

Company Secretarial Support After Your CLG Is Formed

A newly incorporated CLG and an established CLG may need different work. We can help put agreed record and address arrangements in place after formation, or review an existing company’s filing history and records before taking on its continuing administration.

You do not need to have formed the company with Coddan to use our secretarial services. An incoming board may need help taking over records from the previous directors; an overseas founder may want UK correspondence arrangements; a long-established association may simply need a particular filing. Send the company number, articles, available member records and a description of the task so we can agree a suitable starting point.

What Coddan Can Help With

Tell us what has changed, what you need filed, or what you are unsure about. Coddan can review the relevant records, prepare documents, update the agreed registers and submit an included Companies House filing. The work depends on the service you choose; a Companies House filing does not automatically update the CLG’s internal records.

Members, Corporate Records and Day-to-Day Governance

A CLG’s register of members, officer information, decisions and filings need to reflect what has actually happened. Good administration therefore includes the register of members, board records and applicable Companies House updates. It can also include maintenance of a minute book where the selected service covers formal board and member records. Coddan can maintain the records covered by your request, prepare the supporting documents and deal with the relevant Companies House notification. Membership administration matters because the members’ rights under the articles can determine who votes, appoints directors or approves important changes.

This is particularly relevant for CLGs because the company's members form an important part of its corporate structure. When membership, directors, company secretary or PSC information changes, the corresponding corporate records and any applicable external filings may also need to be considered.

A member joining is not the same as a director being appointed. Tell us the person’s role, admission date, guarantee commitment and applicable membership class. We can record an approved admission where instructed, while a separate director appointment needs its own information and notification. A membership change is not automatically reported to Companies House as a shareholder change, but a change in actual control may require a PSC update.

The company must maintain its register of members, recording the required membership information, including names, addresses and the dates people join or cease to be members. This record should remain consistent with relevant membership decisions and supporting documents. Keep guarantee commitments and voting classes clear in the supporting records and articles. The register must be kept at the registered office or a notified SAIL and made available for lawful inspection. Coddan can help with the agreed records arrangement; purchasing an address alone does not automatically put the register in our custody.

Since 18 November 2025, separate local statutory registers of directors, directors’ residential addresses, secretaries and PSCs are no longer required. The relevant information must still be reported to Companies House and kept current. The option to hold the member register centrally at Companies House closed on 26 January 2026. If the company previously used it, ensure a complete company-held member register is now in place. See Companies House guidance on company registers.

Registered Office, Correspondence and Company Records

The registered office is the company’s official postal address; the registered email is a separate contact for Companies House and is not published on the public register. Directors’ service addresses and a SAIL perform different functions again. Coddan can agree the address and correspondence arrangements that fit your needs alongside secretarial support, without treating them as automatic inclusions in every service.

For some CLGs, these arrangements become particularly important when the organisation operates remotely or when directors and volunteers do not want statutory correspondence and company administration managed through their personal arrangements. The appropriate level of support depends on the CLG's circumstances and the selected service.

A registered office must remain in the company’s incorporation jurisdiction: England and Wales, Scotland or Northern Ireland. A SAIL must be in that same jurisdiction. Our London and Aldershot SAIL options do not satisfy a Scottish or Northern Irish company’s records-location requirement. Staff scanning and review take place during working hours; 24/7 access does not mean letters are scanned overnight or postal delivery is guaranteed. Read CLG registered-office and correspondence services and the separate registered-office and SAIL guide before choosing the arrangement.

When Something Changes in Your CLG

Tell us when a director, member or company detail changes, not only when the annual filing is due. Coddan can check the supplied decision and records, prepare the agreed documents and submit the relevant notification. A change to directors, PSC information or addresses can have its own reporting requirement, separate from the Confirmation Statement.

Annual Filings, Dormant CLGs and the Year Ahead

The Confirmation Statement checks the information held by Companies House. Every company, including a dormant CLG, must file at least once every twelve months, within fourteen days after its review period ends. Changes to officers, PSC information, registered office or registered email must be reported separately before confirming the record. The statement also includes confirmation that intended future activities are lawful. See our single Confirmation Statement service or annual compliance support.

Annual accounts are different. They report the company’s financial position and activities, not merely its registered details. Subsequent private-company accounts are normally due nine months after the financial year ends; first accounts have different rules. Check the company’s actual deadline and accounting period before instructing a filing. Accounts preparation, approval and submission must be agreed expressly rather than assumed to be included in a secretarial package. Discuss annual-accounts preparation and filing where needed.

Being inactive does not automatically make a company dormant for Companies House. Dormancy concerns significant accounting transactions, subject to specified exceptions. Confirm whether the company qualifies before using dormant accounts; Companies House and HM Revenue & Customs (HMRC) use different tests. A dormant company normally still needs annual accounts and Confirmation Statements. Where dormant-accounts work is instructed, you provide the financial facts and the directors approve the accounts; Coddan undertakes the accepted preparation or filing assistance.

For the following year, agree which records, filings and address arrangements will continue and who will handle each. A service renewal date, Confirmation Statement review period, accounting year and tax deadline are not the same timetable. Reminders apply where the selected service includes them, not automatically to every customer or one-off task. Directors should keep their own oversight of deadlines and tell us about relevant changes.

Company obligations do not replace HMRC requirements. A charitable CLG may also have separate duties to the Charity Commission for England and Wales, OSCR in Scotland or the Charity Commission for Northern Ireland. Company incorporation, charity-register status and HMRC charitable tax recognition remain separate. Tax returns, charity accounts, independent examination or audit and regulator submissions require the appropriate service and adviser; a Companies House filing alone does not complete them.

One-Off Help or Ongoing Company Secretarial Support?

Not every CLG needs the same type of professional support. Sometimes the requirement is a single company transaction; in other circumstances, the organisation wants a professional to remain involved in its administration throughout the year. Understanding this distinction helps you choose the support that actually matches your needs, without paying for an ongoing arrangement when a defined individual service is sufficient.

Coddan supports both approaches. You do not need to purchase an annual package simply because you have one specific corporate need. Equally, if your CLG regularly needs administrative assistance, an ongoing package may provide a more appropriate and consistent arrangement than ordering individual services each time. The choice should reflect the organisation's actual requirements, frequency of change and preferred level of support.

Which Level of Support Fits Your CLG?

The right level of company-secretarial support depends on how much administrative involvement your CLG actually needs. Rather than choosing the most comprehensive service by default, consider what you want Coddan to handle and the level of support that is appropriate for your organisation.

What Directors Remain Responsible For

Professional company-secretarial support can reduce the administrative workload of a CLG, but it does not transfer the directors' legal responsibilities to Coddan. The directors remain responsible for the company, its governance, the decisions it makes and the actions taken on its behalf. Where a CLG operates as a charity, non-profit organisation, club or other membership-based body, those responsibilities remain with the company's directors even where administrative functions are supported externally.

Company members may need to approve decisions reserved to them under the law or articles. A request from a director or professional intermediary is not a substitute for that approval. Keep Coddan informed of changes relevant to the work we have agreed to do and respond to requests for clarification. Our responsibility is to perform the work we accept; your participation does not make that work your responsibility instead.

Behind on Filings or Unsure Which CLG Records Are Current?

Send us the company number and what you know about the last Confirmation Statement, accounts and internal records. Coddan can review the Companies House filing history and the documents you supply, identify missing statements, account deadlines and register discrepancies, then set out the corrective work and price. This can include support from a Companies House compliance agent for guarantee companies where the required work falls within our services.

Where instructed, we can prepare and submit outstanding Confirmation Statements and update agreed company records. Accounts preparation may need a separate accountancy service; official fees and late-account penalties are separate where it applies. We can coordinate the company-side steps, then identify the next annual filing and records cycle.

If the company has already been struck off, a Confirmation Statement alone will not restore it. The appropriate company restoration support must be assessed separately; Companies House or the court decides the outcome. Disputes, insolvency and complex accounting issues require their own assessment.

When You May Need More Than Routine Secretarial Support

Company-secretarial support works best when you know what you want help with. Standard support is intended for routine company administration and agreed corporate needs. For organisations seeking professional company-secretarial support, the selected service should make clear which company records, filings and recurring tasks are covered. If a matter involves historic problems, a dispute, substantial restructuring or specialist legal, tax or accounting advice, we will tell you that it needs separate attention.

Why Customers Use Coddan for CLG Company Secretarial Support

Coddan’s company-formation experience also supports practical company administration after incorporation. We work with CLG members, directors, governing documents and filings, so the service reflects an organisation without shares rather than copying a shareholder-company checklist. Tell us what you need done, provide the relevant records and approve any decisions that belong to the company. We then carry out the agreed review, preparation and filing work and explain what has been completed.

Our role as a Trust or Company Service Provider (TCSP) supervised by His Majesty’s Revenue and Customs (HMRC) concerns anti-money-laundering safeguards for relevant activities, including formation and address services. It means we need appropriate information about the customer, authority to instruct and the company’s control. It is not a licence to provide every legal, tax or insolvency service. Our Companies House Authorised Corporate Service Provider (ACSP) registration is relevant to instructed identity verification and the applicable filing arrangements; neither status is government endorsement. Read why customers instruct Coddan as their formation agent for the connected formation and continuing-service approach.

What We Need From You Before We Start

When starting the relevant service, we establish who is instructing us, their authority and the company information needed for our customer checks. We may need information about directors, members, actual control and supporting documents. These checks are distinct from Companies House identity verification. Membership of a CLG does not by itself mean a person has a director’s or PSC’s verification obligation.

Where identity verification is instructed through Coddan, the individual completes the relevant document and liveness checks through Credas. Coddan reviews the evidence and, when satisfied, manually submits the verification confirmation through its ACSP account. Companies House issues the individual’s Personal Code. Credas does not automatically file that confirmation with Companies House, and successful verification is not guaranteed.

Directors and PSCs have their own requirements and deadlines. During the current transition, the director’s verified identity is connected with the company through the relevant Confirmation Statement, while a PSC has a separate process and applicable period. A person holding both roles must deal with both. We check what is required for the accepted filing rather than assuming that every secretarial request needs a fresh check. Read the CLG director and PSC requirements or instruct Coddan’s CLG identity-verification service.

A company authentication code authorises access to the company’s filing arrangements; an individual Personal Code relates to that person’s verified identity; presenter credentials identify the submitting account. They are not interchangeable. Companies House has announced presenter and third-party-agent measures for no earlier than November 2027, with at least six months’ notice before practical work. That is an announced timetable, not a claim that every future filing requirement is already in force. See the official Companies House transition plan.

What You Are Paying Coddan to Do: How to Get Started

Start with the job you need completed and the date it needs attention. We review the company information and records you provide, tell you if an approval or separate task is needed, and agree the work with you before proceeding. The process is usually straightforward when the company’s decisions, your information and approvals are clear from the start.

UK Company Secretarial Support for International Professional Firms

International accountants, formation agents and corporate-service providers can discuss support for their clients’ UK CLGs. This can suit a professional firm looking for a UK company-secretarial partner to assist with UK administration, subject to the agreed work and the intermediary’s own client relationship. You may need a Confirmation Statement, an officer change, agreed company records, a correspondence arrangement or help gathering the documents for a particular submission. Coddan can review the proposed request and confirm the work it can undertake, whether or not it formed the company.

Tell us which firm is instructing us, which company the work concerns, who is authorised to give instructions, what needs doing and whether there is a deadline. We agree what information, customer checks, approvals, documents, filing and communication are needed. The company’s directors or members must still make the decisions required of them. Where a charitable CLG is subject to both company-law and charity-law obligations, the two regimes should be considered separately. An intermediary’s instructions should clearly distinguish confirmed company decisions from matters still awaiting approval.

Coddan undertakes work we have agreed to do using its own credentials; it does not lend its ACSP registration or presenter credentials to another provider. We agree who will receive questions and the documents produced or filing confirmation. Ongoing involvement, accounting work and services for other company types can be discussed separately, without assuming they are included in a CLG filing request. Read our CLG secretarial and Companies House filing services for professional partners or discuss a UK company-administration and ACSP partnership with Coddan.

If the project includes director or PSC identity verification, we can discuss the separate verification service and available partnership pricing. The verification review remains Coddan’s responsibility, and each individual must complete the applicable checks. A partnership enquiry does not guarantee acceptance or make fresh verification necessary for every filing.

Written Agreements and Documents for UK or Overseas Use

A written service agreement is available for direct customers and professional partners. It records the work we have agreed to do, responsibilities and charges by reference to the order. Before we start, we confirm the company concerned, the documents or filing required, the information and approvals you will provide, any official fees, and whether the work is a one-off task or part of an agreed service period.

Tell us if documents will be presented to a bank, regulator, funder or authority outside the UK. The recipient may require a certified copy, notarisation, apostille, legalisation or translation, but these are different services and none is a universal requirement for an overseas customer. Ask the receiving institution what it needs before ordering. These document services are separate from ordinary filing support and identity verification.

Coddan can discuss the document service that matches the recipient’s requirements and confirm the work and charges before you proceed. The receiving institution decides whether the document is acceptable. Explore Coddan’s company-document preparation and certification services when certified or overseas-use documents are needed.

For a single administrative request, you receive the documents, record updates or filing confirmation covered by that request. A submission receipt is not always confirmation of acceptance: where acceptance is part of the task, check the resulting company record or official response. For continuing support, the accepted service sets out the work and limits during the agreed period. The CLG secretarial-services hub provides the specialist services when another task arises.

Related CLG Services

Company-secretarial support often sits alongside another practical requirement. If you are supporting a UK CLG for an international client or considering a CLG with overseas-resident directors, these related services may be useful next steps.

Frequently Asked Questions