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Form RM02 UK: Cease Acting as Receiver or Manager

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Part ofCompanies House Forms UK

Updated June 2026 · England & Wales
When an administrative receiver, receiver, or manager appointed under a debenture or other security instrument stops acting for a company, Companies House needs to be told. Form RM02 is the notice used for that purpose, and it becomes part of the company's public record, closing out the entry created when the appointment began. The form itself is short, but one part of it is regularly misunderstood: which of its two sections you complete depends on when the underlying charge was created, not on when the person stopped acting. Getting that wrong is one of the more common reasons these filings bounce back from Companies House. This page sets out the legal basis for the notice, walks through exactly how to work out which part applies, and explains what happens next. If you are dealing with a live cessation and want to talk it through with someone who handles company and insolvency filings, an experienced legal adviser from Law Express is available by phone.

At a glance

  • Legal basis: section 859K(3) of the Companies Act 2006 — the notice duty sits within Part 25, Chapter A1 of the Act, alongside the duty to notify an appointment.
  • Who must file: the outgoing administrative receiver, receiver, or manager signs and files the notice themselves. This duty applies only where the person was appointed under powers in an instrument (such as a debenture) — not where they were appointed by court order.
  • When the duty arises: on ceasing to act, with no separate waiting period — this differs from the 7-day window that applies to notifying the original appointment.
  • Which part to complete: Part A or Part B is determined by when the charge was created, not by when the cessation took place. Part C is completed in every case.
  • Not for Scotland: section 859K(9) excludes receivers appointed under Chapter 2 of Part 3 of the Insolvency Act 1986 (Scottish receivers) — a separate RM02 (Scot) form applies there.
  • Not for LLPs: limited liability partnerships use the equivalent LL RM02 form.
  • Getting it wrong is an offence: default in giving the required notice is a criminal offence under section 859K(6)–(7), with a fine of up to level 3 on the standard scale plus a daily default fine for continued non-compliance.

What Form RM02 is for

Form RM02 is the notice used to tell Companies House that a person who was acting as an administrative receiver, a receiver, or a manager of a company's property has stopped acting in that capacity. Once accepted, the filing becomes part of the company's public record, closing out the entry that was created when the appointment began.

The legal duty behind the form comes from section 859K(3) of the Companies Act 2006. That subsection applies specifically to a person appointed receiver or manager "under powers contained in an instrument" — in practice, a debenture, mortgage, or similar security document. A receiver or manager appointed by a court order is covered by a different part of the same section for the purposes of the original appointment notice, but section 859K(3) does not require a court-appointed receiver to give this particular cessation notice.

Section 859K applies to receivers and managers appointed by a court in England and Wales or Northern Ireland, or under an instrument governed by the law of England and Wales or Northern Ireland. It does not apply to a receiver appointed under Chapter 2 of Part 3 of the Insolvency Act 1986, which covers receivers in Scotland — those cessations are notified using the separate RM02 (Scot) form. Form RM02 also cannot be used for a limited liability partnership; LLPs use the equivalent LL RM02 form.

Administrative receiver, receiver, and manager — what the labels mean

The form covers three related but distinct roles:

  • Administrative receiver — defined by section 29(2) of the Insolvency Act 1986 as a receiver or manager of the whole, or substantially the whole, of a company's property, appointed by or on behalf of debenture holders under a charge that was a floating charge when created (or that charge combined with other security).
  • Receiver — typically appointed under a fixed charge over specific assets, for example under a mortgage or debenture covering identified property, to recover or realise that asset rather than the whole business.
  • Manager — a role sometimes created alongside a receiver, to run the business on a continuing basis while the company's position is worked out, rather than simply realising assets.

All three cease to act, and notify Companies House of that cessation, in the same way — by filing Form RM02 and ticking the box that matches the capacity in which the person acted.

Where administrative receivership still applies today

Administrative receivership is now unusual for new lending. Since 15 September 2003, section 72A of the Insolvency Act 1986 has prevented the holder of a qualifying floating charge from appointing an administrative receiver where the floating charge was created on or after that date. In practice, this means most administrative receiverships still being wound up today relate to floating charges created before 15 September 2003, which fall outside the prohibition.

The prohibition is also subject to a defined set of exceptions in sections 72B to 72GA of the Insolvency Act 1986, covering situations such as capital market arrangements, public-private partnership projects, certain project finance and financial market transactions, registered social landlords, and protected railway and other transport companies. Where a floating charge falls within one of these exceptions, an administrative receiver can still be appointed even for a charge created after 2003.

This background matters for working out which part of Form RM02 applies, since older, pre-2003 charges are also more likely to fall on the Part A side of the 6 April 2013 dividing line described below.

Which part of the form to complete: Part A or Part B

This is the point at which Form RM02 most often goes wrong. The current version of the form asks, under the heading "Charge creation": "When was the charge created?" — not when the cessation took place.

| | Part A | Part B | |---|---|---| | Applies when the charge was created | Before 6 April 2013 | On or after 6 April 2013 | | Information required | Date the charge was created; a description of the instrument (if any) creating or evidencing it; short particulars of the property or undertaking charged | The unique reference code (charge code) allocated to the charge, shown on the certificate issued when the charge was registered | | Statutory basis | Section 859K(3)(b)(i), Companies Act 2006 | Section 859K(3)(b)(ii), Companies Act 2006 |

Part C — a short description of the property or undertaking over which the receiver or manager was appointed, plus the signature of the outgoing office-holder — is completed in every case, whichever of Part A or Part B applies.

Worked example. A receiver was appointed in 2011 under a debenture that created a floating charge over a company's assets. The receiver ceases to act in September 2026. Because the charge itself was created in 2011 — before 6 April 2013 — Part A is completed, even though the cessation is happening more than a decade later. The date entered in Part A is the 2011 charge creation date, not the 2026 cessation date. If the same receiver had instead been appointed under a charge created in, say, 2015, Part B would apply and only the charge code would be needed, because charges created from 6 April 2013 onward are allocated a unique reference code when registered.

If you are not sure when the relevant charge was created, the charge certificate issued by Companies House at the time of registration, or the company's own charges register, will show the date.

How to file Form RM02

  1. Identify the capacity and the cessation date. Confirm whether the person acted as administrative receiver, receiver, or manager, and the exact date the appointment ended. This date goes in the cessation details section of the form regardless of which part applies to the charge.
  2. Find out when the underlying charge was created. Check the original charge certificate or the company's charges register. This single date decides whether Part A or Part B is completed — it is not the same question as the cessation date.
  3. Gather the company and appointment details. You will need the full registered company name and number exactly as they appear on the Companies House register, plus the full name and address of the person who has ceased to act.
  4. Complete Part A or Part B, and Part C. Fill in the charge creation date, instrument description, and property particulars (Part A) or the charge code (Part B), then the property/undertaking description in Part C.
  5. Sign the form as the outgoing office-holder. The person ceasing to act signs and dates the notice. If filing on paper, print at full size on plain white A4 — do not shrink or scale the form, as this can lead to rejection.
  6. Send or upload the completed form. Check GOV.UK for the current filing routes — some forms can now be uploaded to Companies House instead of being posted — and confirm the correct address if posting. Keep a copy of what is sent, and proof of submission, for your own records.

What happens if the notice isn't filed

Filing this notice is not optional. Under section 859K(6) and (7) of the Companies Act 2006, a person who defaults in complying with the notice requirements — including the duty to notify a cessation under subsection (3) — commits an offence. On summary conviction, the penalty is a fine of up to level 3 on the standard scale, and for continued non-compliance a further daily default fine of up to one-tenth of level 3 applies for each day the default continues.

What happens after the form is filed

Once Companies House accepts the filing, the public register is updated to show that the named person has ceased to act in the capacity stated on the form. This closes the record of that particular appointment. Any other filings connected with the receivership that remain outstanding — such as final receipts and payments accounts — are separate obligations and are not resolved by filing Form RM02.

This guide provides general information about Companies House Form RM02 and the underlying company law in England, Wales, and Northern Ireland. It is not legal advice and is not a substitute for advice tailored to your specific circumstances. The law described was accurate as at August 2026 and is subject to change — always check GOV.UK and legislation.gov.uk for the most current position, including the current version of the form itself.

Last reviewed: August 2026 by a non-practising solicitor · Next review due: August 2027 or on legislative change.

Common questions

Q Who is responsible for filing Form RM02?
The person who is ceasing to act files the notice and signs it themselves. It is not filed by the company or by the secured creditor who made the original appointment, although in practice the office-holder's firm usually handles the administrative side of lodging it with Companies House. The duty to notify sits with the outgoing administrative receiver, receiver, or manager under section 859K(3) of the Companies Act 2006.
Q What is the difference between Part A and Part B of Form RM02?
This is the part most people get wrong: the split is based on when the charge was created, not on when the cessation happened. If the charge was created before 6 April 2013, you complete Part A, giving the charge creation date, a description of the instrument, and short particulars of the property charged. If the charge was created on or after 6 April 2013, you complete Part B instead, giving only the unique reference code (charge code) Companies House allocated to the charge. Part C — a short description of the property or undertaking and the signature — is completed in every case, regardless of which of Part A or Part B applies. A receiver who ceases to act in 2026 under a charge created in 2010 still completes Part A, because that charge was never allocated a reference code.
Q What is the difference between an administrative receiver, a receiver, and a manager?
An administrative receiver, as defined by section 29(2) of the Insolvency Act 1986, is a receiver or manager appointed over the whole or substantially the whole of a company's property under a floating charge (or a floating charge combined with other security), usually by a secured lender. A receiver appointed under a fixed charge over specific assets — for example under a mortgage or debenture — recovers or manages that particular asset rather than the whole business. A manager may be appointed, often alongside a receiver, to run the business while the company's position is worked out. All three cease to act and notify Companies House in the same way, using Form RM02.
Q Does a court-appointed receiver have to file Form RM02?
No. The duty to notify a cessation under section 859K(3) of the Companies Act 2006 applies only to a receiver or manager appointed under powers contained in an instrument, such as a debenture or mortgage deed. A receiver appointed by court order is not required to give this particular notice on ceasing to act, although other obligations connected with the appointment — to the court, or under the terms of the order — may still apply.
Q Can administrative receivers still be appointed today?
Rarely for new lending. Since 15 September 2003, section 72A of the Insolvency Act 1986 has generally prevented the holder of a floating charge from appointing an administrative receiver where the charge was created on or after that date. This is why the appointment and cessation of administrative receivers is now most often seen in connection with older charges created before 15 September 2003, which are unaffected by the prohibition. The prohibition also does not apply to floating charges falling within specific statutory exceptions — including capital market arrangements, public-private partnership projects, project finance, certain financial market transactions, registered social landlords, and protected railway and transport companies — where administrative receivership can still be used.
Q Is there a fee for filing Form RM02?
Companies House periodically reviews its fees, so it is sensible to check the current position on GOV.UK before submitting. The paper version of the form itself is provided free of charge by Companies House; whether any separate filing fee applies can depend on how and when the form is submitted, so confirm the current fee schedule on GOV.UK rather than relying on what applied previously.
Q Can Form RM02 be filed electronically?
The current version of the form states that certain forms can be uploaded to Companies House instead of being sent by post, which is generally quicker than posting. Not every filing route is available for every form, so check the current guidance on GOV.UK for the upload option before assuming it applies, and if you do need to post the form, confirm the correct Companies House address for your jurisdiction first.
Q What happens after the form is filed?
Once Companies House accepts the filing, the public register is updated to show that the named person has ceased to act in the stated capacity, closing the record of that appointment. If other filings connected with the receivership are still outstanding — such as final receipts and payments accounts — those remain separate obligations that also need to be dealt with.
Q What happens if the form is rejected, or not filed at all?
Rejections usually come down to practical issues: the wrong part completed for the charge date, a missing signature, an incorrect company number, or a form that has not been printed at full size. Companies House will normally indicate the reason, allowing a corrected version to be submitted. Failing to give the required notice at all is more serious: under section 859K(6) and (7) of the Companies Act 2006, default in complying with the notice requirements is a criminal offence, carrying a fine on summary conviction of up to level 3 on the standard scale, plus a further daily default fine for as long as the failure continues.

Sources

This guide is based on primary UK law and official guidance.

Brad Askew, Solicitor (non-practising)

Written & reviewed by

Brad Askew Solicitor (non-practising)

Brad is on the roll of solicitors of England & Wales but does not hold a practising certificate and does not provide legal advice. LegalDocuments.co.uk is not a law firm and does not provide regulated legal advice.

Legal disclaimer
This article is for general information only. It is a tool to help you find your way — not legal advice, and not a substitute for speaking to a qualified adviser about your situation.