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Limited Company Uk - How to Form a Limited Company - UK

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A limited company in the UK is the most common type of private company in the country. It is defined as a company with shareholders whose liability toward the company is limited the shares they hold. This means that personal assets are distinct from company assets, and a shareholder cannot be forced to use personal assets to pay company debts. This is in contrast to a sole proprietorship, where the owner’s personal and company assets are not seen as distinct and separate.

In England, Wales, and Scotland, a limited company (UK) is registered through Companies House, the official agency of the UK Department for Business Innovation and Skills (BIS). In Northern Ireland, limited companies are registered with the Department of Enterprise, Trade and Investment.

Here are the steps required to set up a limited company in the UK:

1. Required Documents
The following documents must be must be completed and sent to Companies House (or ETI for Northern Ireland). You can complete the documents yourself, or for a nominal fee, there are several companies who will do the work for you and take care of the limited company formation process:

  • Application Form IN01 – This is a basic cover form that includes the company’s registered office information, the personal contact information of the company’s officers, a statement of capital, the initial total shares and who holds them.
  • Memorandum of Association – This is a formal declaration of the intent of one or more individuals to form and become members of the company. Each member must agree to hold at least one share in the company. Once the company is officially formed, the memorandum becomes a meaningless historical document.
  • Articles of Association – The articles of association are the internal rules of the company and often referred to simply as the company articles. The articles are either written by or formally agreed upon by all members of the company. They are meant to ensure the smooth running of the business. The company articles are mandatory and legally binding. They must meet all of the provisions in the Companies Act of 2006. Articles cannot require illegal activity. Otherwise, the rules are completely up to the members. Many companies prefer to use a set of generally accepted model articles that have been previously inspected by legal professionals for soundness. It is recommended to have original articles be inspected by legal professionals before being submitted.

2. Rules on Company Officers
Company officers are the members of the company that direct, administrate, manage, or otherwise run the company. Officers are listed as directors with the exception of the company secretary. The listed directors officially hold responsibility for preparing and delivering company documents, annual returns, and notifications of change. Any change in the company’s directors or the director’s contact information must be immediately reported to Companies House.

A private limited company in the UK is required to have at least one director. This director must be an individual person. If the limited company is to be a public company, there must be two directors and a formally qualified secretary. Company directors may not have been previously disqualified from acting as a director by a court of law. They also cannot have filed a bankruptcy that has yet to be discharged. The only other restriction is that all directors must be at least 16 years of age.

3. The Company Name
Company names must be unique. A new company name cannot be the same as an existing company name and neither can it be so similar that it may cause confusion to the general public. Company names cannot be socially offensive. Special permission may be required for names that suggest a relationship to a department of the UK government or a local authority. Company names cannot be misleading in any way.

4. Filing and Fees
A limited company in the UK is charged a registration fee of £20. Same-day premium service requires a fee of £50.

You can file the registration on paper yourself, but many prospective company members prefer to hire a service that has access to software for official electronic filing. This is the quickest way to form the company.

For help in filing procedures excluding help in how to draw up filing documents, Companies House can answer questions by telephone at +44 (0)303 1234 500.

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