Registration of a Limited Company In The
UNITED KINGDOM.
Registration Requirements:
1. At least one (1) or more names of Directors/Shareholders and One (21) Secretary (Compulsory) plus details of their Date of Birth, Nationality and Certified Copies of Passports.
2. Registered Office in UK (if you do not have one, we will provide)
3. Registration Charges (See below). We only accept full payments & no deposits. (You will receive your registered organization within 2 weeks from date of registration).
1ST OPTION
Standard Company Formation Package for ZW$2,9 billion includes:
UK Registered Office address.
PRINTED Certificate of Incorporation. (hard copies)
PRINTED copy of Memorandum and Articles. (hard Copies)
2nd OPTION
Electronic Company Formation Package for ZW$2,6 billion includes:
UK Registered Office address.
Certificate of Incorporation delivered by e-mail
Memorandum and Articles delivered by e-mail
UK Secretary Services For only (ZW$1,5 billion.)
Every UK limited company must have a company secretary. The secretary of a typical private limited company needs no formal qualifications.
UK Bank Account Opening For only (ZW$2,9 billion.)
Assistance will be rendered in opening bank accounts.
1. What are the requirements for registering a limited company?
Every company must have at least one Director, a Company Secretary and at least one shareholder (sometimes called members). The directors are responsible for running the company. The Company Secretary must ensure that the company conforms with current legislation, for instance they are responsible for filing legal paperwork relating to the company with companies house (such as changes of director, shareholders and addresses). The shareholders are the people that actually own the company.
3. Can anyone be a company director?
Yes, provided that they have not been disqualified from doing so by a court anybody may act as a company director.
4. Who should act as the company secretary?
Anybody may act as the Company Secretary of a private limited company. A person may consent to act as both the Company Secretary and be a Director of the same company (provide there are at least two people). If you wish to form a company and only have one director you can use our Company Secretarial service to act as your Company Secretary. There is a small fee for using this service in addition to fees for completing and filing documents at Companies House. Some documents also require the payment of a filing fee to Companies House.
5. What is the registered office?
The registered office must be an address in England and Wales, or Scotland where legal documents can be served on your company. This address is kept on the Companies House database and is available for anybody to inspect free of charge. This address must also be written on all your company correspondence such as letterheads and invoices.
6. What are the memorandum and articles of association?
The memorandum and articles of association are legal documents that set out:
1. The Company Name;
2. The Registered Office location;
3. The objects of the company; and
4. The internal constitution of the company.
You will probably be asked for this document when you open a bank account for your company.
7. What is the certificate of incorporation?
This is the document that confirms that Companies House has incorporated your company name and states the date of incorporation and the company number
8. Why is there no paperwork to sign?
Traditional 'paper based' incorporations require the signatures of the company officers to confirm that they consent to act for the company. The Tick Tock Business Consultants is able to take 3 details of personal information from the following list and supply these with the application to Companies House. The personal information forms an 'electronic equivalent' to a paper signature.
1. Mother's Maiden Name
2. Telephone Number
3. Passport Number
4. Father's Forename
5. Eye Colour
6. Town of Birth
UK Limited Company Formation & Registration FAQs
What types of business can I start?
What are the benefits of becoming a limited company?
Can I choose any name I like for my company?
How can I protect the name I choose for my company?
Where can I learn more about directors, secretary's, shares, shareholders and the registered office?
Where can I learn more about accounts and the financial aspects of a limited company?
Will my company need company registers and statutory books?
Can I change my company name after incorporation?
What if the company doesn't take-off or I no longer need it?
On which documents must the company name be shown?
What details must I include in my company's stationery?
Where can I obtain further guidance booklets?
Where can I obtain VAT (value added tax) and Inland Revenue information?
How do I file my Companies House forms?
Why should I use Tick Tock?
Are there any hidden charges or extras to pay with Tick Tock?
How long before I receive my Certificate of Incorporation?
Can Tick Tock arrange my company bank account for me?
How do I change my current registered office to one of your registered offices?
If accounts are received late, the company will automatically be charged a 'late filing penalty'. The late filing penalty will be calculated according to the length of delay.
Wish You Success In Your Business
What types of business can I start?
There are various forms of business structure available in the UK. From being a simple sole trader to a Public Limited Company. To understand these structures see notes below.
A FREE GUIDE TO DIFFERENT TYPES OF BUSINESS STATUS IN THE UK
The following guide is designed to help you understand the various structures and formats of UK businesses, from sole trader to PLC.
Sole Trader
Private Limited Company
Public Limited Company
Limited Liability Partnership
Guarantee Company
Sole Trader
This is the simplest form of company, requiring no registration other than the notification of your local tax office, but it is also the type of business exposed to the greatest personal risk: as a sole trader, you are responsible for all aspects of the company, and have unlimited liability to all debts and legal actions. You may find it more difficult to attract outside investment or partners, which can hinder the expansion of the business. You might also find it more difficult to attract business – you do not have to file accounts or records with Companies House, giving a lack of company transparency, and making it impossible for potential customers to verify your background via an official third party.
As a sole trader you are effectively the business, for example Joe Bloggs trading as JB Design. If the business were to fold with debts you would have to settle these debts from your personal assets.
Private Limited Company (Ltd)
A private limited company is a legal entity in its own right, separate from those who own it, the shareholders. The limited liability, potential tax advantages, and simplicity of running a private limited company make this the most common form of registered business in the UK. As a shareholder of a private limited company, your personal possessions remain separate (unless they are secured against the business for borrowing), and your risk is reduced to only the money you have invested in the company and any shares you hold which you have not yet paid for. The minimum requirements for a limited company are detailed here.
In addition to limited liability this form of company is also considered to be more prestigious by other companies and the general public due to its legitimate nature and the way important information is recorded at Companies House. Anyone wishing to do business with your limited company can verify who is connected to the company and also the financial position of the company by paying Companies House a small fee. You may not consider this transparency to be a benefit to you personally but it is consider a huge advantage when doing business.
Public Limited Company (Plc)
A public limited company differs from the private version in that it is able to sell its shares to the public, and may be quoted on the stock exchange or alternative investment mark et. A public company must satisfy Companies House that at least £50,000 worth of shares has been issued before it is entitled to begin business or borrow money, and two directors must be appointed. The cost of running a public limited company are considerably higher, and so this form of business is better suited to large organisations.
Limited Liability Partnership (LLP)
This allows business partners to enjoy the benefit of limited liability, avoiding the problems of joint and several liability that apply to ordinary partnerships. While there are no shares in this form of company, and tax arrangements remain the same as for ordinary partnerships, a partnership deed will need to be drawn up to specify, among other things, how profit is split and what happens in the event the partnership is wound up. To form an LLP please contact us to discuss.
Guarantee Company (non profit)
In simple terms, a guarantee company is a not-for-profit company, and is the type most often formed by charitable organisations. A guarantee company does not have share capital, and the members do not own the company – they are decision-makers for the company, but do not receive any profits, and have no claim on the company's assets. All income generated is used to cover operating costs and to achieve the objectives of the company. To form a Guarantee Company please contact us to discuss.
What are the benefits of becoming a limited company?
Becoming a limited company bestows many advantages:
Risk avoidance – limited financial liability
Reduced tax bills
Prestige and credibility
Defined ownership – issuing shares to represent percentage of ownership makes clear who is entitled to what percentage of profits
Protection of your business name Avoidance of common problems associated with unlimited partnerships
Can I choose any name I like for my company?
The name of your company will give potential customers a strong first impression, so it is vital to choose carefully. In theory, you can choose whatever name you want for your company, but there are a few exceptions:
If it is identical to, or too similar to an existing name
If it is offensive, or if its use would be a criminal offence
If it uses sensitive words or expressions, as determined by the secretary of state for trade, which may suggest a connection with the government
How can I protect the name I choose for my company?
Due to changes in the law in 1985, only businesses required to register their names with Companies House, mainly limited companies, can protect their name. This effectively means that if you are not a limited company or LLP, you cannot register your name with any government agency – and you cannot protect that name using this method. This only really leaves trademark protection which is an expensive and complex task
UK Limited Company free information and guides
The following guides are designed to help you understand the requirements of a limited company and the relevant roles of persons connected to a UK limited company.
A Guide to.......
... different types of business
... the minimum requirements to register a limited company
... company secretary
... company director
... share capital and share holders
... registered office
... financial aspects of a limited company
... choosing a Company Formation Agent
... Companies House
A GUIDE TO BEING A UK LIMITED COMPANY SECRETARY
The following guide is designed to help you understand the role of a company secretary for a UK limited company.
Every UK limited company must have a company secretary. The secretary of a typical private limited company needs no formal qualifications.
The role of a company secretary is not specified by the Companies Act, but are usually contained in an employment contract. Primarily the secretary is responsible for reporting information to Companies House in a timely manner. For example changes in directors or registered office address. In addition to this a company secretary would normally record the minutes of any meeting of the board, maintain the company's statutory books and file the Annual Return.
As the secretary is an officer of the company they may be criminally liable for defaults committed by the company. For example failure to file - in the time allowed - any change in the details of the company's directors and secretary, and the company's annual return.
The secretary may also have to make out a statement of the company's affairs if an administrative receiver or a provisional liquidator is appointed, or if a winding-up order is made.
To summarise the company secretary's duties
(a) Maintaining the statutory registers.
(b) Ensuring that statutory forms are filed promptly. This can be done electronically or by sending the prescribed form by post – forms available here
(c) Providing members and auditors with notice of meetings. You must give them 21 days written notice of an annual general meeting. You must give them 14 days written notice of a meeting which is neither an annual general meeting or a meeting to pass a special resolution.
(d) Sending the Registrar copies of certain resolutions and agreements.
(e) Supplying a copy of the accounts to specified persons.
(f) Keeping, or arranging for the keeping, of minutes of directors' meetings and general meetings.
(g) Ensuring that people entitled to do so, can inspect company records.
(h) Custody and use of the company seal. Companies no longer need to have a company seal but if they do, the secretary is usually responsible for its custody and use. Company seals can be purchased from the following page – company seal
The company secretary does not have any powers but the Act allows them to sign most of the forms prescribed under the Act. When opening a business bank account the secretary will need to sign the mandate which dictates the accounts authorised signatories.
The company secretary has no rights specified by the Companies Act. Any rights would be depend on the terms of his or her contract with the company.
If you would like Tick Tock to provide a nominee company secretary please let us know.
Requirements for the Registered Office of a UK Limited Company
The following guide is designed to help you understand the Registered Office requirements for a UK limited company.
What is a registered office?
It is the address of a company to which Companies House letters and reminders will be sent. The registered office can be anywhere in England and Wales (or Scotland if your company is registered there). The registered office must always be an effective address for delivering documents to the company, and to avoid delays it is important that all correspondence sent to this address is dealt with promptly. If a company changes its registered office address after incorporation, the new address must be notified to Companies House on Form 287 available here - Companies House Forms
The registered office address will also be used by the UK tax authorities, and other government departments, to contact the company.
In the event the company is involved in any legal action official papers will often be served at the registered office address.
What is a valid addresses for a registered office?
Companies House uses the Post Office address file to verify addresses; so you need to ensure the address is recognised by the Post Office and always give the correct postcode.
It is not permitted to use a Post Office box (PO Box) address as your registered office. You can however use a PO box as your general correspondence address for business mail and use an alternate address for the registered office.
Does the registered office address have to be my main trading address?
No, you can use one address as your trading address and another address for your registered office. If you are trading from home you may want to consider using one of Tick Tock prestigious addresses as your registered office and using a local PO Box for general correspondence. This ensures your home address is not displayed on the public register at Companies House. A PO box can not be used as a registered office address.
Where does the registered office address get displayed?
The address will be recorded at Companies House and is freely available on their web site for the general public to view. You must also state the registered office address on your company stationery.
It is a legal requirement to display the name of your company at the registered office address. Yes it is.
Is there an alternative to using my own address?
If you would prefer not to make your address so publicly available or want a more prestigious address why not use one of UK ADDRESSES THAT WE PROVIDE
A GUIDE TO BEING A COMPANY DIRECTOR IN THE UK
The following guide is designed to help you understand the the role of a company director for a UK limited company.
Can anyone be a director?
Generally it is up to the members (shareholderowners) to appoint the people they believe will run the company well on their behalf. The only restrictions that prevent anyone becoming a director are:
- the person must not have been disqualified by a court from acting as a company director (unless he or she has been given leave (permission) to act by a court for a particular company);
- the person must not be an undischarged bankrupt (except with leave of the court);
- in Scotland only, anybody under the age of 16;
You do not have to be a UK resident or National to be a director of a UK limited company.
What responsibilities does a director have?
A company director is ultimately responsible for managing the company and ensuring it remains legal and solvent. Directors are appointed by the company shareholders to run the company on behalf of its owners.
Every company director has a personal responsibility to ensure that statutory documents are delivered to the Registrar as and when required by the Companies Act. In particular, financial accounts, annual returns, notice of change of directors or secretaries or in their particulars and notice of change of registered office.
Many of these tasks are often completed by the company secretary but it remains the directors responsibility to ensure this happens.
What happens if accounts or annual returns are not filed?
All the directors of the company could be prosecuted. Failure to deliver documents on time is a criminal offence. On conviction, a director could end up with a criminal record and a fine of up to £5,000 for each offence.
Alternatively, if the Registrar believes that the company is no longer carrying on business or in operation, he could strike it off the register and dissolve it. If this happens all the assets of the company, including its bank account and property, generally become the property of the Crown.
Are directors really prosecuted?
Yes. Occasionally directors are prosecuted for failing to deliver accounts and returns to the Registrar on time. This is usually the result of persistent failure to deliver statutory documents on time and may also lead to a director being disqualified from taking part in the management of a company, for a specified period.
Companies House are very good at notifying a company of its deadlines at regular intervals so it would be careless to miss a deadline. If you are unfortunate enough to miss a deadline it is best to communicate with Companies House to resolve the problem quickly and amicably before legal proceedings are instigated.
What happens if accounts are delivered late?
As a director of a private limited company, you normally have a maximum of 10 months from the accounting reference date in which to deliver your company's accounts to the Registrar. The accounting reference date is the date to which your accounts must be prepared.