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SH10 Form UK: Variation of Share Rights Notice

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Part ofCompanies House Forms UK

Written 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.
Updated June 2026 · England & Wales
When a company alters the rights attached to a class of its shares, Companies House needs to know. Form SH10 is the mechanism for telling them. It records the particulars of any variation, so the public register reflects the current position for each share class. Whether you are adjusting voting powers, reshaping dividend entitlements, or changing how capital is returned on a winding up, the law gives you a tight window to file. Miss it, and both the company and its officers can face consequences. This page walks through what SH10 covers, when you need to use it, what information to include, and where to find the official form. It is written for company directors, company secretaries, and anyone helping a limited company stay on top of its filing duties.

What this document is

Form SH10 is the notice a company sends to Companies House when the rights attached to any of its shares have been varied. It sits under section 637 of the Companies Act 2006, which requires the notice to be delivered within one month of the variation taking effect.

The form captures the class of shares affected, the date of the variation, and the particulars of what has changed. Share rights typically cover voting at general meetings, entitlement to dividends, rights on a return of capital, and any rights of redemption or conversion.

Any meaningful change to those rights is a variation, and the company must put Companies House on notice. The filing is not what makes the variation valid, the underlying resolution or agreement does that, but it is what keeps the public record accurate.

If a company fails to file, an offence is committed by the company and by every officer in default, so this is a compliance step worth getting right the first time.

How to use this document

  1. Confirm the variation has been properly authorised. Before filing anything, check the company's articles and any shareholders' agreement to see how variations of class rights must be approved. In many cases this means a special resolution of the class affected, or written consent from a specified majority of that class. Get the paperwork right before you notify Companies House.
  2. Gather the particulars of the variation. You will need the exact date the variation took effect, the class or classes of shares affected, and a clear description of what has changed. If voting rights have been adjusted, dividend entitlements restructured, or conversion rights added, set out the new position so a reader of the register understands what the shares now carry.
  3. Complete Form SH10. Download the current version of SH10 from gov.uk and fill in the company name and number, the date of variation, and the particulars. The form needs to be signed by a director, secretary, or other authorised person. Keep your wording precise, as the form becomes part of the public record for the company.
  4. Attach supporting resolutions or agreements. File copies of the relevant resolutions or any written agreement evidencing the variation alongside the SH10, where required. Some resolutions must be filed separately under the Companies Act, so make sure you are satisfying both the SH10 requirement and any resolution filing duty in one coordinated submission.
  5. Deliver to Companies House within one month. The one-month clock starts on the date the variation is made. File on paper to the Companies House address shown on the form, or check whether an online route is currently available for this filing. Keep proof of delivery and diarise the deadline, because late filing triggers a criminal offence for the company and its officers in default.

Common questions

If you're dealing with this kind of situation, speak to an experienced legal adviser who can walk you through it — from £89.

Common questions

Q What counts as a variation of rights attached to shares?
A variation is any change to the rights that a class of shares carries. That can include altering voting rights, changing how dividends are calculated or paid, adjusting entitlements on a winding up, or introducing or removing rights of redemption or conversion. Minor administrative changes that do not affect the substance of the rights may not amount to a variation, but if you are unsure, treat it as one and file.
Q How long do I have to file Form SH10?
The Companies Act 2006 requires the notice to reach Companies House within one month of the date the variation is made. Do not wait until the end of that period if you can help it. Late filing is a criminal offence committed by the company and by every officer in default, so building in some margin protects everyone involved in running the company.
Q Who signs Form SH10?
The form is signed on behalf of the company, typically by a director or the company secretary. Whoever signs is confirming the particulars given are accurate. If more than one class of shares has been varied at the same time, make sure each variation is properly recorded so that the signatory is not accidentally certifying something that has not in fact happened.
Q Does filing SH10 make the variation legally effective?
No. The variation takes effect when it is properly made under the company's articles and any shareholders' agreement, usually through the required class consent or resolution. Filing SH10 is a separate statutory duty to inform Companies House so the public record stays current. The two steps go together, but each has its own function.
Q What happens if the company fails to file SH10 on time?
An offence is committed by the company and by every officer of the company who is in default. In practice this can result in a fine, and it leaves the public register out of date, which can cause problems in due diligence, financing, or share transfers down the line. Check gov.uk for the current penalty position if a deadline has already been missed.
Q Do I need to file the resolution separately as well?
Often yes. Special resolutions and certain other resolutions must be filed with Companies House under separate sections of the Companies Act, usually within 15 days. That duty sits alongside the SH10 notice, not instead of it. Plan the filings together so both hit the register in the right order and neither one is overlooked.
Q Can I file Form SH10 online?
Filing options for share-related forms change from time to time. Paper filing by post to Companies House has long been the standard route for SH10. Check the current gov.uk guidance to see whether an online or WebFiling route is available for this specific form at the time you need to submit it, and follow the method shown on the official form.
If you're dealing with this kind of situation, speak to an experienced legal adviser who can walk you through it — from £89.

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.

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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.