Challenging a fine on an Overseas Entity imposed by Companies House

If you have received a fine from Companies House for failing to register your overseas entity along with its beneficial owners by 31 January 2023 you will understandably be very anxious to have received a fine which in our experience are ranging around £50 000 to £60 000. So what can you do?

Make representations to Companies House to vary or revoke the financial penalty

Companies House has discretion to vary or revoke a financial penalty. They will only do so if persuasive arguments are made on behalf of the overseas entity. It is worth making persuasive representations to Companies House explaining why you failed to register in time and engaging with the factors set out in Companies House guidance Overseas Entities- A Guide to Enforcement’ and possible appeal grounds (below)

Appeal



You can appeal against the fine to the High Court within 28 days of the penalty decision. If 28 days has passed you can still appeal if you can show a good reason why your appeal is late. An appeal can (only) be raised on any of the following grounds:

a.           The decision was unlawful

b.           The decision was irrational or unreasonable

c.           The decision was made on the basis of a procedural impropriety or otherwise contravenes     the rules of natural justice

These are grounds of judicial review and on which a substantial body of case law has and continues to develop. Legal advice should be sought as soon as possible how best to frame your appeal to give you the best chance of success.

In our view the best approach is to appeal within the time limit (to protect your position) and to also make forceful representations to Companies House to vary or (ideally) revoke the financial penalty. If the representations are successful you will avoid the trauma of the court process.

If you require advice or assistance please call us today to discuss your requirements in confidence on 0208858 5996 or 07894219314 or email winston.brown@brownandcosolicitors.co.uk.