Filing

Filing obligations for a UK Economic Interest Grouping (UKEIG) are a critical part of maintaining compliance and transparency under UK law. As a legally recognised body corporate, a UKEIG must adhere to a set of administrative and reporting requirements regulated primarily through Companies House.

These filing duties are essential for keeping the public record accurate and ensuring that the grouping operates within legal and regulatory boundaries. They cover everything from incorporation to membership changes and annual returns. Failure to comply can result in penalties or even removal from the official register.

Incorporation

To legally form a UKEIG, the group must be registered with Companies House. This involves submitting specific documents and paying the relevant registration fee.

The required documents include:

  • Form EE IG01 – The main application form for registration

  • Contract for Formation – This outlines the grouping’s objectives, members, seat, and management structure

  • Statement of the Official Address – A UK address must be provided as the grouping’s official seat

  • Details of Managers and Members – Including names, nationalities, and addresses

Once these documents are submitted and accepted, Companies House will issue a certificate confirming the registration. The UKEIG then becomes a legal entity in its own right and is assigned a registration number.

Filing Fees

There are modest fees associated with UKEIG filings, though these are subject to change. The fees generally cover:

  • Initial registration

  • Filing of changes to membership or management

  • Submission of annual returns

For current fee structures, users should refer directly to the Companies House website or consult the latest guidance.

Ongoing Filing Requirements

After registration, a UKEIG must maintain an accurate and up-to-date public record by filing certain documents when key changes occur. These include:

1. Change of Managers

If a manager is appointed or ceases to hold office, the UKEIG must file either:

  • Form EE AP01 (Appointment of manager)

  • Form EE TM01 (Termination of manager)

These must be submitted promptly after the change is made.

2. Change of Members

Any addition or removal of members requires official notification:

  • Form EE MP01 (Appointment of member)

  • Form EE MP02 (Cessation of member)

These filings ensure that the public register accurately reflects who holds liability and decision-making power within the grouping.

3. Change of Address

If the UKEIG changes its official seat (registered address), Form EE AD01 must be filed. The new address must still be within the UK and capable of receiving official communications.

Annual Return

Unlike limited companies, UKEIGs are not required to file annual accounts. However, they must file an annual return confirming:

  • The grouping’s name and registration number

  • Its official address

  • Names and addresses of all managers and members

  • Confirmation that the grouping is still active

This return is due each year on the anniversary of incorporation and must be submitted even if no changes have occurred. Failing to file an annual return can result in a notice being issued by Companies House and, ultimately, removal from the register.

Public Disclosure

Many filings submitted to Companies House are made publicly available. This includes:

  • Names and addresses of members and managers

  • Registered office address

  • Any formal notices or changes submitted

In addition, certain notices may be required to be published in The Gazette, such as a change in membership or notice of dissolution. This public transparency helps protect creditors, trading partners, and the general public.

Dissolution and Winding Up

Should the UKEIG need to cease operations, it must file appropriate notices with Companies House. The process typically involves:

  • Notifying all members and creditors

  • Filing a statement of dissolution

  • Resolving any outstanding liabilities

  • Removing the grouping from the public register

Once dissolved, the grouping no longer has legal status and may not enter into new obligations.

Penalties for Non-Compliance

If a UKEIG fails to meet its filing obligations, Companies House may issue warnings or remove the grouping from the register altogether. Additionally, members and managers may be held personally accountable if the failure results in financial or legal consequences for third parties.

Common filing errors or omissions include:

  • Late submission of annual returns

  • Failure to notify changes in membership

  • Incomplete or inaccurate addresses

  • Non-payment of required fees

Regularly reviewing your UKEIG’s status and ensuring all filings are current can prevent costly mistakes and ensure legal continuity.

Conclusion

Filing is not merely an administrative exercise—it is the backbone of regulatory compliance for any UKEIG. By maintaining accurate records and submitting timely documents to Companies House, groupings protect their legal standing and uphold their obligations to members, creditors, and the public.

Whether forming a new UKEIG or maintaining an existing one, it’s essential to understand these duties and either manage them internally or work with professionals who can ensure ongoing compliance.

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