Knowledge Base: SH02 Form

This guide contains:

• What is an SH02?
• When to Use SH02?
• How to File SH02?
  • Need help?
• What is Nominal Value?
  • Definition
  • Do I need to alter the nominal value?

What is an SH02?

The SH02 form is used to notify Companies House of a share subdivision (share split) or consolidation.

When to Use SH02?

Many founders incorporate their start-up with far too few shares - 1, 100, or 1000 are common. You may therefore need to consider subdividing shares before taking on investment - this can be done swiftly online at Companies House, after the company’s shareholders have passed a standard resolution. Subdivision (or 'share-splits') splits each share in your company into a larger number of shares, which will allow you to achieve more granular investment amounts.

It’s worth noting that each share's nominal value changes as a result of the share split.

How to File SH02?

1. Pass an Ordinary Resolution: The shareholders must pass a resolution to approve the subdivision, signed by at least 50% of the shareholders.

2. Complete the SH02 Form: File the SH02 form with Companies House to formally record the share subdivision.

Need help?

See our step-by-step guide on filing your SH02 for more detailed instructions.

Use the share split tool to update your cap table

FounderCatalyst makes it easy to reflect the share split directly in your cap table:

1. Go to the CapTable page.

2. Click Split Shares.

3. Enter your share split ratio (e.g. 100 for a 1:100 split).

4. The system will automatically multiply your shares.

Note: Just remember to double-check the nominal value under General Company Details after using the tool, as an incorrect value can cause issues in filings and paperwork.

What is Nominal Value?

Definition

The nominal value of a share is its basic value on issue, as determined by a company's shareholders, excluding any "share premium" that reflects its market value. A share's nominal value is usually simple: £1, 10p, 1p or even 0.0001p, but it can be any amount.

Do I need to alter the nominal value?

Yes.

If you subdivide your shares, you must alter their nominal value by the same ratio.

Example:

If your company originally has 1 share at £1.00 and you complete a 1:10,000 share split, you’ll end up with 10,000 shares, each with a nominal value of £0.0001.

This change keeps the total nominal share capital at £1.00, but gives you a more flexible share structure for fundraising and option pool creation.

Important:

Nominal values like £0.0001 or even lower are very common after a share split and are fully acceptable in UK company filings.

Also note:

If you update your share structure on the FounderCatalyst platform after a share split, you must also update your nominal value accordingly.

If the nominal value is left incorrect, it will cause errors in your cap table, Companies House filings, and associated documentation.

How to update the nominal value on FounderCatalyst

After filing your SH02 and completing a share split:

1. Go to Company in the left-hand menu.

2. Click Edit General Company Details.

3. Edit the Nominal Value field.

4. Click Save.