SH08 Form UK: Rename a Share Class (2026 Guide)
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If your company has decided to rename a class of its shares, form SH08 is how you tell Companies House about the change. It is a short notification form, but it sits inside a wider process that usually involves a shareholder resolution, an update to the register of members, and sometimes changes to the articles of association.
Getting the sequence right matters, because a filing error can cause confusion down the line when investors, HMRC, or a buyer looks at the public record. This page walks you through what SH08 actually does, when you need it, how it fits with other Companies House filings, and the practical steps for completing and submitting it correctly in England and Wales.
What this document is
Form SH08 is the Companies House form used to notify a change to the name or other designation of a class of shares. In plain terms, if your company currently has 'Ordinary' shares and you want to split or rename them as 'A Ordinary' and 'B Ordinary', or you want to rebrand a class from 'Preference' to 'Non-voting Preference', SH08 is the filing that updates the public record.
The form itself does not create the new name. The renaming is done internally by the company, normally through a directors' resolution or shareholder resolution depending on what the articles require. SH08 is simply the notice to the registrar. It asks for the company number, the existing class name, the new class name, and the date the change took effect.
The form must reach Companies House within one month of the change taking effect. It is distinct from SH10, which notifies changes to the rights attached to a class of shares, and from SH01, which covers allotments.
How to use this document
- Check your articles of association. Before renaming a class, look at what your articles permit. Some articles name classes of shares expressly, in which case a special resolution to amend the articles may be needed. Others leave class names to the directors. The route you take determines which resolutions and filings are required alongside SH08.
- Pass the right resolution. If the articles need changing, shareholders must pass a special resolution with at least 75 percent approval. If the articles already allow directors to designate class names, a board resolution may be enough. Record the decision in the minute book and keep a signed copy with your statutory records for future reference.
- Update the register of members. The company's internal register of members must reflect the new class name against the relevant shareholdings. This is a statutory record and should be updated on the same date the change takes effect. Without this step, the internal records will not match what you file at Companies House.
- Complete form SH08. Fill in the company number, company name, the previous designation of the class, the new designation, and the effective date of the change. The form is short but must be accurate, because any discrepancy with the register of members or the resolution can cause the filing to be rejected or queried.
- File within one month. Submit SH08 to Companies House within one month of the change taking effect. The form can be posted to the relevant Companies House office. If you have amended the articles, file a copy of the amended articles and the special resolution at the same time to keep the public record consistent.
Common questions
Q What is the difference between form SH08 and form SH10?
SH08 tells Companies House that the name or designation of a share class has changed, for example from 'Ordinary' to 'A Ordinary'. SH10 tells Companies House that the rights attached to a class have changed, such as voting rights, dividend rights, or rights on winding up. If you are doing both at once, which is common, you generally need to file both forms within one month of the change.
Q Do I need shareholder approval to rename a class of shares?
It depends on your articles of association. If the articles specifically name the class, renaming usually requires a special resolution passed by at least 75 percent of voting shareholders to amend the articles. If the articles give directors discretion over class designation, a board resolution may be sufficient. Always check the articles before proceeding, as filing SH08 without the correct internal authority can be challenged later.
Q Is there a filing fee for form SH08?
Companies House filing fees change from time to time, so it is worth checking the current fee schedule on gov.uk before you submit. Some share-related notifications are free to file, while others attract a small charge. Keep proof of submission and any payment reference in case you need to show the filing was made on time.
Q What happens if I miss the one month deadline for filing SH08?
The one month deadline is a statutory requirement under the Companies Act 2006. Late filing can, in theory, lead to penalties or action against the company and its officers. In practice, the priority is to file as soon as possible, explain the delay briefly if asked, and ensure the internal records, resolutions, and public record all align.
Q Can I use SH08 to create a brand new class of shares?
No. SH08 is only for renaming or redesignating an existing class. To create a new class, you would typically need to amend the articles, pass the appropriate resolutions, and then allot shares using form SH01. If existing shares are being split or converted into a new class with different rights, a combination of resolutions and filings, including SH08 and SH10, is usually needed.
Q Does renaming a share class affect tax?
A simple renaming that does not change the rights attached to the shares generally has no direct tax consequence. However, if the renaming is part of a wider restructure that alters voting, dividend, or capital rights, there may be income tax, capital gains, or employment-related securities implications. Take tax guidance before making changes if shareholders are employees or family members.
Q Do I need to update shareholders' share certificates?
Yes, if the class name has changed, the share certificates should reflect the new designation. The company should issue replacement certificates showing the new class name and cancel the old ones in the company's records. This keeps the paper trail consistent with the register of members and the filing at Companies House.
Sources
This guide is based on primary UK law and official guidance.
- Guidance · UK GovForm SH08: Notice of name or other designation of class of sharesgov.uk
- LegislationCompanies Act 2006legislation.gov.uk
- Guidance · Companies HouseCompanies House filing requirementsgov.uk
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.