SH19 Form UK: Statement of Capital Explained

What this document is

The SH19 is a Companies House return that captures the statement of capital for a company once share warrants have been cancelled. A share warrant, historically, was a document that gave its holder the right to shares in the issuing company, often bearer in nature, meaning whoever physically held the warrant owned the underlying rights.

Since the Small Business, Enterprise and Employment Act 2015, the ability to issue new bearer share warrants in UK companies was removed and existing ones had to be surrendered or cancelled within set windows. Where warrants have been cancelled, the company must update Companies House with a fresh statement of capital showing the revised share structure.

The SH19 records details such as the total number of shares, their aggregate nominal value, the amount paid and unpaid on each share, and the rights attached to each share class. It ensures the public record accurately reflects the company's capital position after the cancellation has taken effect.

How to use this document

1. Confirm the warrants have been properly cancelled. Before filing anything with Companies House, make sure the share warrants in question have been surrendered and cancelled in line with the statutory requirements. The board will usually need to pass a resolution and update the company's internal records, including the register of members, to reflect the change in ownership structure. 2. Gather your current capital information. Pull together the up to date details of every class of share in issue after the cancellation. This includes the total number of shares in each class, the aggregate nominal value, the currency, the amounts paid up and unpaid, and the voting, dividend, and capital rights attaching to each class. You will need this for the statement of capital section. 3. Complete the SH19 form. Fill in the company name and registered number, then work through the statement of capital fields carefully. Accuracy matters because this becomes the public record of your capital position. Cross check the figures against your register of members and any recent share allotment or transfer records so everything lines up. 4. Have the form signed by an authorised person. The SH19 must be signed by a director, the company secretary, or another officer authorised to file on the company's behalf. Check that the person signing has authority under the articles of association and that their details match what Companies House holds on file. 5. File the form with Companies House within the deadline. Submit the completed SH19 to Companies House within the statutory filing window following the warrant cancellation. Late filing can cause compliance issues and the register will be out of sync with reality until the form is accepted, so prioritise getting it in on time.

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