Certificate of incorporation: what it is, how to get one, and when you’ll need it

Once you have successfully formed a new limited company in the UK, Companies House will issue a certificate of incorporation.

What does the certificate contain, and what happens if you require a certified copy?

What is a certificate of incorporation?

This document confirms that the company has been registered with Companies House in accordance with the provisions of the Companies Act 2006.

Importantly, the company does not legally come into existence until Companies House has issued the certificate of incorporation.

It contains:

• Your company name.
• Your company registration number.
• The date on which the company was formed.
• Whether the company is private or public.
• Whether it is limited by shares or guarantee, or is an unlimited company.
• Where the company is registered – England and Wales, Wales, Scotland or Northern Ireland.
• The Registrar of Companies’ official seal.

Companies House describes the certificate as conclusive evidence that the company has been duly registered under the Companies Act 2006.

How to get a certificate of incorporation

If you use the Companies House online incorporation service, your certificate is issued electronically as a PDF once the application has been accepted.

If you use an accountant or third-party formation agent, they will normally provide the certificate to you once Companies House approves the incorporation.

Online applications are often processed quickly, although the actual time depends on Companies House checks and whether there are any issues with the application.

If you use the Companies House postal service, the process takes longer and your incorporation documents are returned through the paper process.

When do you need to show your certificate?

• When opening a new business bank account.
• If you apply for a business loan or credit facility.
• When seeking funding, such as a grant.
• If you are bringing in new investors.
• If you plan to sell your company.

These days, company information can usually be validated online, so you may not always be asked to provide a paper certificate. In certain situations, a certified copy remains useful.

Get a copy of your company’s certificate of incorporation

Visit the Companies House search service, look up your company, and click on ‘filing history’.

Find the incorporation entry and you can normally download the incorporation documents, including the certificate, as a PDF.

This is useful if you’ve lost the original email and simply need another copy for your own records.

How do I get a certified copy?

In some cases, you may be asked to provide a certified certificate or certified copy, for example by a lender or when dealing with overseas authorities.

Companies House operates an official ordering service for these documents.

The standard fee for a certificate of incorporation is currently £22, with a same-day service costing £65. Additional certificates for the same company can be ordered for £16.

If you specifically require certified copies of the company’s incorporation documents rather than just a certificate, the standard charge is currently £44.

Companies House says it aims to dispatch standard orders within 10 working days.

Read the Companies House guidance on ordering certified copies and certificates for the current options and fees.

Can a certificate include extra company information?

Yes. When ordering an official certificate, you can ask Companies House to certify additional facts about the company.

These can include information such as the company’s registered office address and details of its officers.

This can be useful where a bank, overseas authority or other organisation wants more than simple evidence of incorporation.

What if I want to change my company’s name?

If you decide to change your company name in the future, you will need to follow the Companies House name-change procedure.

Check that the new name is available and does not breach Companies House naming rules.

A company can change its name either:

• By passing a special resolution.
• Using a procedure permitted by its Articles of Association.

You can use the Companies House online service where a special resolution has been passed. This currently costs £20 for the standard service or £85 for same-day processing.

Alternatively, you can submit paper form NM01, together with a copy of the resolution, for £30.

If the company changes its name using provisions in its Articles, you must use form NM04. The paper filing fee is also £30.

The new company name does not officially take effect until Companies House registers the change.

FAQs

Is the PDF certificate legally valid?

Yes. The electronic certificate issued by Companies House is the official certificate of incorporation.

Do I have to pay for the original certificate?

No. The certificate is issued as part of the incorporation process. You only pay separately if you later order an additional or certified certificate from Companies House.

Can I download the certificate again if I lose it?

Yes. In most cases, you can find the incorporation documents in your company’s filing history on the Companies House service and download them again.

What is the difference between a certified copy and the original certificate?

The original certificate is issued when the company is incorporated. A later certified certificate or certified copy is produced by Companies House to provide officially authenticated evidence of information held on the register.

Do sole traders or partnerships get a certificate of incorporation?

No. Sole traders and ordinary partnerships are not incorporated at Companies House.

Limited companies and LLPs registered at Companies House receive formal evidence of incorporation or registration.

Does the certificate update if I change directors or shareholders?

No. The certificate records facts relating to the company’s incorporation. Later changes to directors, shareholders and other company information are recorded separately at Companies House.

Can I order a certificate with additional details?

Yes. You can request that additional certified facts, such as the registered office address and officer details, are included when you order a certificate from Companies House.