SECR penalties — what happens if you fail to file?

The legal basis — section 415, Companies Act 2006

SECR disclosures sit inside the Directors' Report. Under section 415 of the Companies Act 2006, directors must prepare a Directors' Report that complies with the disclosure requirements — including SECR. If those disclosures are missing or materially deficient, the directors have committed an offence.

Director liability — unlimited fines

The penalty is a fine, and on indictment that fine is unlimited. Every director in office at the time is personally liable, and there is no due-diligence defence — directors are responsible whether or not they personally drafted the report.

Companies House — late-filing penalties

If you delay the accounts to get SECR right, you trigger civil late-filing penalties on the whole accounts filing:

Penalties double if you also filed late the previous year.

The Financial Reporting Council

The FRC reviews corporate reporting through its Corporate Reporting Review function and explicitly checks Directors' Reports for SECR compliance. It can require the company to remediate, restate comparatives in the next accounts, publish the case, or refer it for enforcement.

Auditors

External auditors have a duty under ISA 720 (UK) to read the Directors' Report and flag material inconsistencies or misstatements. A weak or missing SECR section can be challenged before sign-off, and an unresolved issue can lead to a modified audit opinion.

The reputational cost — usually the biggest

SECR disclosures are public and downloadable. Investors, lenders, ESG ratings agencies and large customers scrape them; a missing or weak disclosure signals poor governance and costs ESG points. For most companies this dwarfs the direct penalty.

How to avoid it

Engage a specialist a few months before your deadline. They confirm your obligations, calculate the numbers defensibly and draft the disclosure so it passes auditor review — free to talk, no obligation.