File a reduction of share capital with Companies House (SH19)
Submit the approved paperwork for a capital reduction.
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How it works: Reduce share capital (SH19)
Find your company
Search by name or number. We fill in the public details.
Answer the questions
Answer only what the register cannot tell us.
Pay by card
Approve the details and pay the total shown.
We submit to Companies House
We check it and send it to Companies House. Updates come by email.
About this filing
To reduce share capital, a private company passes a special resolution backed by a directors' solvency statement, then files form SH19 and the supporting papers with Companies House within 15 days.
A private or public limited company with share capital can use a court order instead, which needs specialist review. This service is for companies that have already approved the reduction.
Read more
You upload the special resolution, the SH19 statement of capital and, for the solvency statement route, the directors' solvency statement and statement of compliance. We read every document in full, not just check that it was uploaded.
We check the papers against the Companies House rules and the 15 day deadline, confirm the fee, and you approve before anything is filed. A solvency statement reduction takes effect when Companies House registers it.
A court-approved reduction can have its own conditions.
The solvency statement route for private companies
Every director must sign the solvency statement. In it, the directors state that there is no ground on which the company could be found unable to pay its debts at that date, and that it will be able to pay its debts as they fall due during the year after that date. If the company intends to start winding up within 12 months, they must instead state that it will be able to pay its debts in full within 12 months of the winding up starting. They must take into account all liabilities, including contingent and prospective ones.
Timing matters. The solvency statement must be made no more than 15 days before the date the members pass the special resolution. If the resolution is a written resolution, a copy of the solvency statement must go to every eligible member with or before it. If the resolution is passed at a general meeting, the statement must be available for members to inspect throughout the meeting.
Every director must also sign a separate statement of compliance. This confirms the solvency statement was made no more than 15 days before the resolution and was given to members as required.
A solvency statement is a serious document. A director who makes one without reasonable grounds commits a criminal offence if it is delivered to Companies House. We check that the paperwork is complete and consistent. We do not form or give an opinion on the company's solvency.
SH19 capital reduction documents to upload
- A copy of the special resolution approving the reduction, with the date it was passed.
- A completed SH19 statement of capital, showing every class of share after the reduction: the number of shares, their total nominal value and actual unpaid nominal plus premium, with separate currencies and totals, unaffected classes and full voting, dividend, capital/distribution and redemption rights. Established zero must be explicit. SH19 itself uses the actual printed authenticator name, not a signature.
- For the solvency statement route: the solvency statement signed by every director and dated no more than 15 days before the resolution.
- For the solvency statement route: the separate compliance statement genuinely signed by every director, confirming actual timing and provision of the solvency statement to members.
- For the court route: the court order confirming the reduction. Companies House asks for the original and a copy, so tell us at the start if this applies.
- Your instructions explaining what is being reduced, for example cancelling paid up capital or reducing the nominal value of shares.
- The company authentication code for an agreed solvency-statement upload route. Court documents go by post; a review request does not establish original delivery.
Solvency statement SH19 deadline: 15 days from the resolution
For the solvency statement route, the resolution, solvency statement, statement of capital and statement of compliance must all reach Companies House within 15 days after the resolution is passed.
Missing the deadline does not by itself make the resolution invalid. It is still an offence by the company and every officer in default, so plan the filing before the members vote. Starting the day the resolution is passed gives the most room to fix any problem we find.
When the capital reduction takes effect
A solvency statement reduction does not take effect when members vote. It takes effect when Companies House registers the documents, so do not rely on it, for example to create reserves, until then. A court-approved reduction can have its own conditions, such as Gazette notice or terms set by the court, and needs specialist review.
Companies House says the standard service usually takes 10 to 14 days. Same-day requests must be agreed with us first, with the complete package ready. Companies House normally processes a complete same-day package received by 11am that day. Anything received after 11am is dealt with the next working day. If Companies House rejects the filing, it says refunds can take up to 7 days.
What happens after you send us your SH19
If something is missing or does not line up, such as a solvency statement dated more than 15 days before the resolution, we tell you before you pay any Companies House fee.
Paying the fee or getting a submission receipt does not mean the reduction is accepted. For the ordinary solvency route, registration gives the reduction effect. Court schemes need their actual conditions checked. Keep copies of everything with the company's records.
- Find your company, describe the reduction and upload the approved documents.
- We check eligibility, actual resolution and solvency dates, every director’s signatures on both supporting statements, the SH19 printed authenticator and complete resulting capital.
- Ordinary checkout is for the £20 standard government fee included in the total. Urgent or same-day £89 requests require separate review and cannot use ordinary checkout.
- We recheck the delivery deadline and actual access before payment and filing. Supporting resolution, solvency and compliance PDFs are uploaded first, one at a time; SH19 with merged continuations is last. Public PDFs must each be under 4MB; private review evidence is not automatically filed.
Common capital reduction mistakes to avoid
- Dating the solvency statement more than 15 days before the resolution was passed.
- Getting the solvency statement signed by some directors but not all of them.
- Forgetting to send the solvency statement to members with a written resolution.
- Filing an SH19 that shows the capital before the reduction rather than after it.
- Leaving out the statement of compliance.
- Treating the reduction as done once the members vote, before Companies House has registered it.
- Using this route for a share buyback or cancellation. Those use different SH forms.
File it yourself or use SimpleFilings
You can always file directly with Companies House. Here is how that compares with using SimpleFilings.
| Question | File it yourself | Use SimpleFilings |
|---|---|---|
| Cost | £20 Companies House fee | £20 Companies House fee + £4.99 |
| Who fills in the form | You complete the Companies House form yourself. Official guidance | We do, from your answers, after checking the public register |
| Approval | You submit it yourself | You confirm you are authorised and approve the details before we submit |
What this request covers
Upload the approved ordinary solvency package after review: separate supporting resolution, solvency and directors compliance documents first, SH19 last. Ordinary reduction takes effect on registration. Specialist review requests do not promise court delivery or urgent filing.
Before you start
- Ordinary service is standard upload of a complete approved private-company solvency reduction, with the £20 government fee included. Every director must genuinely sign both solvency and compliance statements; SH19 itself uses a printed authenticator name. We inspect full company, member, director, authority and capital records before payment.
- The statement must be made within 15 days before actual resolution; all four public documents and fee must reach Companies House within 15 days after it. Check actual time remaining and delivery capacity again before payment and filing. No effective date is assumed: ordinary effect is on registration.
- Court, urgent/same-day, CIC/SE, insolvency, historic, incomplete or uncertain cases remain separate review and cannot open ordinary payment. Court documents require originals and post; actual postal fulfilment and statutory conditions/effect must be established separately.
What is not included
Preparing a solvency opinion, court representation and legal advice are not included.
Fees
£24.99 standard total, including the £20 government fee and £4.99 SimpleFilings service fee. Companies House charges £20 for the standard service, whether the reduction is supported by a solvency statement or a court order. A same day service for a solvency statement reduction costs £89 and is only available through the upload service. Ordinary checkout covers the standard solvency upload only. Court and urgent requests need separate route and delivery review before any payment. The service does not include preparing a solvency opinion, court representation or legal advice.
£20 standard Companies House fee, included in the total price. Urgent or additional court procedures can cost more.
Total for the standard route: £24.99 (£4.99 to SimpleFilings + £20 Companies House fee included).
Step by step
- Find your company. Find your company by name or number. We fill in its public details from the Companies House register, such as the registered office, officers and people with significant control.
- Answer the questions. Answer only the questions we cannot fill in from the register, add any documents asked for and give the email address for your receipt and filing updates. Confirm that you are authorised to arrange the request and that you have checked and approve the details.
- Pay by card. Approve the details and pay the total shown by secure card payment. We check your answers before preparing the filing. The total price includes the applicable government filing fee.
- We submit to Companies House. We check your answers and any documents, then submit to Companies House. Updates go to your email, and you can follow progress through your private request link. A payment receipt is not confirmation that Companies House has accepted the filing.
Official sources
Guidance checked .
- Statement of capital when reducing capital in a company (SH19)
- Life of a company: event driven filings
- Companies House fees
- Companies Act 2006, section 642: reduction of capital supported by solvency statement
- Companies Act 2006, section 643: solvency statement
- Companies Act 2006, section 644: registration of resolution and supporting documents
Reduce share capital (SH19): common questions
What is form SH19?
SH19 is the statement of capital Companies House needs when a company reduces its share capital. It sets out the company's shares and capital as they will be after the reduction. It is filed with the special resolution and either the solvency statement or the court order.
How much does Companies House charge to reduce share capital?
£20 for the standard service, whether the reduction is supported by a solvency statement or a court order. A same day service for a solvency statement reduction costs £89 through the upload service only. If you use SimpleFilings, the £4.99 SimpleFilings service fee is on top of the Companies House fee.
What is the deadline for filing a capital reduction?
For a private company using a solvency statement, all the documents must reach Companies House within 15 days after the special resolution is passed. The solvency statement itself must be made no more than 15 days before the resolution.
Who has to sign the solvency statement?
All of the company's directors. Each must have reasonable grounds for the opinions in it, as making a solvency statement without reasonable grounds is a criminal offence once it is delivered to Companies House.
When does a reduction of capital take effect?
For the ordinary solvency route, when Companies House registers the documents. Passing the resolution is insufficient. Court schemes may instead depend on statutory delivery, Gazette or order conditions and need separate review.
Can you help with a court-approved reduction?
We can review the actual court-approved documents and delivery requirements. Court filing is outside ordinary checkout; postal fulfilment must be established separately. Companies House asks for the original court order and a copy, so all court-supported documents must be sent to Companies House by post. They cannot use the SH19 upload service. We do not represent you in court or give legal advice on the reduction.