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United Kingdom Ltd

The UK is a very popular jurisdiction for the formation of a european company due to its Common Law legal system and both the simplicity and low cost of incorporation when compares to other European countries, whilst not a tax haven in the true sense of the word, the UK enjoys lower corporation tax rates than many of its competitors. One centralised Register allows for easy access to registration and filing facilities. One of the main disadvantages of a UK Limited company compared to and offshore jurisdiction is that accounts must be filed each year; Corporation Tax is payable on profits rather than a flat-rate tax.

The United Kingdom is one of the world's great trading powers and financial centres and its economy ranks among the four largest in Western Europe. It goes without saying that the official and spoken language is English.


Formation Time

A UK company can be formed within 1 day with your choice of name. We also keep a supply of shelf companies if the date of formation needs to be in the past. 

The location of the registered office would normally be one of our London locations and is included in the price. Clients can be named as the first director and secretary or we can arrange offshore nominees if preferred.

 In the UK there are five types of corporate entity as outlined below:

Formation Procedure

The actual procedure to set up a UK company is very straightforward. The most popular type of company, and most suitable for over 90% of clients is a Private company limited by shares. To set up the company we submit the Memorandum of Association, Articles of Association, Declaration of Compliance and Statement of the First Directors and Secretary along with notification of the Registered Office address and the requisite fee to Companies House, once this is done the documents will arrive within a few days. 

A company incorporated in the United Kingdom has the same powers as a natural person, certain restrictions apply which include for example deposit taking or banking, insurance, financial services, consumer credit related services and employment agencies. The company can be formed with any name you choose, unless it is identical or similar to an existing company. For example, if you chose Lloyds NU Leasing Ltd the company could be perceived as trying to pass itself off as connected to Lloyds of London, Lloyds TSB bank, Norwich Union insurance company or a combination of the three, if this was seen to be the case the name would be refused. In addition, any name, which would be deemed offensive or infers criminal activity, or any name that has Royal connotations or suggests the venture has the support of the UK government would generally be refused. Words which require special consent are, assurance, bank or foreign equivalents, examples include Banco, Sparkassa, Casa di Risparmio, benevolent, building society, Chamber of Commerce, fund management, insurance, investment fund, loans, municipal, reassurance, reinsurance, savings, sparkassa, trust, trustees, university Etc. 

The name of a UK company can be in any language although the documents themselves must be in English except in the case of a company formed in Wales, in which case the documents can be in Welsh. To ensure the name is not restricted Companies House requires any name in a language other than English (or Welsh in the case of Welsh companies) to be accompanied by a translation. 

Ongoing Compliance - Any additional services for example assistance with bookkeeping, submitting the annual return and filing of accounts are also an area we can assist with. Just contact us and we can arrange an introduction to an Accountant who can advise regarding UK company issues.

Private Company - The issuance of AUTHORISED AND ISSUED SHARE CAPITAL in the case of a Private Company incorporated after 1st October 2009 has been scrapped by Companies House.

Public Company - The minimum authorised share capital for public companies is £50,000 of which £12,500 must be paid up, in the event of liquidation the full £50,000 must be paid. The minimum issued capital is two shares. In the UK various classes of shares exist which are Ordinary shares, preference shares, deferred shares, redeemable shares and shares with or without voting rights, Bearer Shares are not permitted.  

In the UK tax is paid by companies based upon audited accounts, although companies who turnover less that a certain figure (currently £5.6 million annual turnover and  a balance sheet total of not more than £2.8 million) do not require an audit. The accounts are submitted to the Inland Revenue at the end of the company's financial year, the actual date can be decided by the company.

Companies pay corporation tax at a rate of 20% (2011) where the net profit before tax does not exceed £ 300,000. The tax payable rises to 27% over this figure. If you are using a UK company in conjunction with another structure, it is important to remember that the UK is party to more double tax agreements than any other country. 

REQUIREMENTS

UK REQUIREMENTS FOR DUE DILIGENCE / KYC PURPOSES - We will require the following two items. You can send us a scan copy to to enable us to get the formation underway but we will require certified copies by post within 14 days and prior to delivery of the company.

1) A certified copy of ONE of the following as Proof of Identity:

  • Current passport
  • Official national identity card
  • Drivers license

The copy must carry a clear photograph, your signature and the number of the document.

Below is an example of the wording of the certification:

"I hereby certify this to be a true copy of the original presented to me and that the photograph bears a true likeness to the individual."

2) Certified copy of ONE of the following (not more than three months old):

  • A utility bill gas, electric, property taxes or water but not one printed from the internet). We cannot accept cellphone bills.
  • Local tax bill or similar
  • Credit/Debit card statement (but not ones printed off the internet)
  • Mortgage statement

Example wording:

"I hereby certify this to be a true copy of the original ……………… in relation to ………………"

CERTIFICATION REQUIREMENTS:

  • The copy must be certified by one of the following: Family GP, Accountant, Civil Servant, Solicitor, Notary, Post Office branch employee or Commissioner for oaths.
  • The person certifying the documents must insert signature, name, position and date, along with their business contact details.
  • The documents sent to us must bear the original signature of the person certifying them; it must not be a copy.

For Non English Speaking Countries:

You should provide us with copy of utility bill/bank statement with the notarised translation into English if the name/address/date in the document is not in English.

 
Directors

Private Companies - One. They can be natural persons of any nationality and does not need to be resident in the UK. Corporate directors are also acceptable but one director must be an actual person.
 
Public Companies - Two. They can be natural persons of any nationality and do not need to be resident in the UK. Corporate directors are also acceptable but one director must be an actual person.  
 
Company Secretary - From 6th April 2008 the provision for enabling private companies to choose whether they wish to have a company secretary came into force. A private company has the option whether or not they maintain the a company secretary. 

Shareholders 

Private Companies - the minimum number of shareholders is one. 
Public Companies - the minimum number of shareholders is two.

Registered Office Address - This address will be used for statutory mail from Companies House and HM Revenue & Customs. Your registered office is required to be in England & Wales, Scotland or Northern Ireland. It cannot be a PO Box but can be a business centre or commercial mail drop.

Information Required to form the company
3 Security Questions (these are needed for web access at Companies House)
  1.  First three letters of Town of birth
  2.  Last three digits of Telephone number
  3.  First three letters of Eye colour
Shareholder Details (Min 1 - can be the director)
3 Security Questions (these are needed for web access at Companies House)
  1.  First three letters of Town of birth
  2.  Last three digits of Telephone number
  3.  First three letters of Eye colour
Secretary Details (A Company Secretary is no longer compulsory in the UK)
 3 Security Questions (these are needed for web access at Companies House)
  1.  First three letters of Town of birth
  2.  Last three digits of Telephone number
  3.  First three letters of Eye colour
Incorporation Charges
Private company, limited by shares
Incorporation fee £99 $170 €125
Delivery £6 (in UK) £20 (Overseas) $35 €25
Total initial costs £99 $170 €125 plus delivery

 Note: All UK companies are supplied with a UK telephone/fax number and registered office address for one year.

Normal ongoing maintenance fees after the first year
Company secretary (Optional and not included below) £100 $175 €125
Registered office(if provided by us) £50 $75 €60
Total ongoing costs per annum £50 $75 €60


If you require an internet domain registration to accompany the formation click here



UK / Ireland020 7175 0041
(International +44 20 7175 0041)
US / Canada1 954 866 5986
(INTERNATIONAL +1 954 866 5986)
Australia and New Zealand+61 2 9191 7472
(INTERNATIONAL +61 2 9191 7472)
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