Setting up a private limited company is perhaps simpler than you may think. You can incorporate yourself, or use a professional to do this for you. Here we look at what you need to form a company, and how the process works.
What information do I need to form a new company?
Before you start the incorporation process, you will need to have some specific information to hand.
Your proposed limited company name
Understandably, there are various restrictions to names you can choose, to ensure a new name is not too similar to an existing name, breaches trademarks or claims to be something it is not. Read our company naming guide.
Your company’s official registered address
This must be a physical address where you can receive official communications. You may decide to use your accountant’s address or even your residential address. Read our guide to choosing your company’s registered address.
Your company’s SIC code
This stands for Standard industrial classification of economic activities. You need to decide which SIC code(s) relate to your new company.
Here are some common examples of SIC codes.
You can search the SIC database here.
You must provide details of the company’s share capital (how shares will be divided up). Who are the shareholders (including names and addresses), how many shares will they each hold, and what class of shares will you create?
Many small limited companies simply decide to have 100 ‘ordinary’ £1 shares. You can always create new classes of share capital at a later stage.
Details of the company’s officials
To set up a company, you will need to have at least one director. You may decide to appoint a company secretary, however, this is an optional appointment. You will need to provide each official’s full name, date of birth, nationality, occupation, and full address. Find out who can become a company director.
Although you need to provide each person’s residential address, you can also provide a ‘service address’ for each official which will appear on the public record and can afford extra privacy if required.
People with significant control (PSC)
You must provide details of any people who will have ‘significant control’ within your company, for example, a person has 25% or more of the company’s shares or voting rights. You can read more in this PDF document.
Articles of Association
The Articles are the ‘rule book’ which govern how your company will be run. During the incorporation process, you can elect to use the Companies House ‘model’ articles, which are likely to suffice for most new companies. Read our guide to the Articles and Memorandum here.
Memorandum of Association
The Memorandum is signed by all shareholders and states that every shareholder has agreed to form the new company. In practice, this document is automatically created during the formation process.
How do I register my new company?
There are a few different ways that you can register your company.
You can form online directly via Companies House, or indirectly via an accountant or by using a formations agent.
If you decide to set up a company directly via Companies House, you can be set up within 24 hours for a mere £12.
It is also possible to register directly via post using an IN01 form. However, this can take between 8 to 10 days and will cost £40.
If you want your application set up on the same day via post, this will cost £100 and you will need to courier your application to Companies House by 3 pm. Your envelope must also be marked ‘same day service’ in the top left-hand corner.
Many new businesses opt to hire an accountant to set up a company on their behalf, either as a one-off task or more often as part of the ongoing work they do for your company.
Alternatively, you may decide to use a formations agent to set up the company on your behalf. There are dozens listed on Google, or can find a full official list of company formation agents here.
How do I form a new company in the UK from overseas?
With companies that are based overseas, you will need to register in a slightly different way if you want to register your business with Companies House and set up a place of business in the UK.
If you need any advice, it is best to contact the Department for International Trade as not all company types can register – this includes unincorporated bodies and partnerships.
To register, you will need to fill out an OS IN01 form and send it to Companies House within the first month of opening your business. Along with the form, you will need to send in a £20 registration fee, which can be paid via cheque or postal order.
How do I know when my new company is successfully formed?
Once your registration is complete, you will receive a certificate of incorporation. This will prove that your company legally exists, and will also have important information on it such as your company number and on what date it was formed.
What shall I do next?
Once registered, you will receive a letter from HMRC asking you to register your newly formed company to pay Corporation Tax once it has started trading.
You may also need to register for VAT depending on your turnover, or if you’d like to register regardless.
Once you are trading, if you want to pay yourself a salary, or hire any staff, you will need to register with HMRC as an ’employer’, and set up a payroll to pay your employees, and work out any deductions owed.
You will need to keep Companies House updated should any key details change for your registered limited company (or its officials), including names, addresses, what the business does, or who the directors/secretaries/shareholders are.
You (or your accountant) can submit all of these changes online. You can view a list of all the possible forms you will need here.