How to register a new company?

How to register a new company?


How to register a new company?


Note: This guide describes the process of UK limited company registration.


The countless number of companies are being registered globally every year. In the United Kingdom in the 12 months to the end of March 2017, there were 644,750 company registrations.

Registering as a company in the UK has never been so easy.

No paperwork, long waiting times or expensive fees.

There is no need for an accountant or lawyer for registering a company nowadays. Everybody (absolutely everyone in the world) can go online and register a UK limited company electronically in about 3 hours.

As company registration process is now super fast and simple, more and more people every day decide to incorporate.

The most popular corporate body in the UK is a private limited company. Since 2007, private limited companies have consistently accounted for over 96% of all corporate body types.

The major reason for this is that the Ltd perfectly meets the initial needs that new small and medium size businesses usually have. Limited companies provide protection to shareholders. They also provide access to all essential legal rights.

In this guide, we will walk you through the necessary steps for setting up a limited company in the UK. Moreover, we will describe every part of company registration process in detail. If you want to start your business journey with forming a UK company read on and see how quick and easy this can be.


Basically, in order to register a UK limited company you need the following:

  • An appropriate company name
  • UK address for the company
  • At least one director
  • At least one shareholder
  • SIC code (Standard industrial classification of economic activities) – this identifies what your company does


Let’s take a closer look at each step:


1. Do you need to register a company?


The mere fact that you run a business does not mean that you must form a company.

Depending on the circumstances operating as a sole trader can be a good option to the certain extent. However, there are specific differences between a limited company and sole trader that matter.

Usually, as your business grows you inevitably reach the point where you need to switch from sole trader to the limited company. Limited company registration, in this case, can be slightly different. You can read about the exact procedure in our previous article.


Related: How to Change from Sole Trader to Limited Company?


However, everything depends on your current position. If you feel like a limited company is the best option for you then it is a good idea to go ahead and register with Companies House.

2. Choose your company name


You need a unique name for your new UK limited company. This must be a name that has not been yet registered for another company.

However, this is not the only requirement for company names in the UK. For the successful company registration with Companies House, your new company name must meet specific requirements. Most of these requirements are generic, but it is a good thing to know them in advance. We suggest checking the full details of the acceptable company names before you start the company registration process.


Related: What Names Are Acceptable for UK Limited Companies?


On top of that, remember that a good company name is an invaluable asset. The great company name will always help you along the way.


Related: How to choose a great company name? (ranking table included)


As soon as you find the suitable company name you can check if it is available using our company name checker. This tool is harmonized with the Company House records and functions in real time. If your company name is available you can proceed and start forming your company right away.

Remember that you can use a different name for trading. Your trading name (also called business name) can be different from your registered company name.

Additionally, you need to take into account that you’ll need to register your trading name (business name) as a trade mark if you want to stop people from trading under your business name. You also can’t use another company’s trademark as your business name.

3. Company address


All UK companies must have an address in the UK. This is a mandatory requirement. You must provide the company address during the incorporation process. You need the company address for official communications, for example, letters from Companies House.


Below are the requirements for a UK company address:

  • It must be a physical existing address in the UK;
  • It must be in a country where you want to register a new company e.g. company registered in Scotland must have an address in Scotland;
  • You can use PO Box. However, you still need to provide a physical address and postcode.


If you want so, you can use your home address or even the address of the person who will be managing your Corporation Tax.

Remember, that your company address will be publicly available on the online register.

If you do not have an address in the UK or want to keep your home address private you can get UK address online here.

4. Appoint directors (and company secretaries)


UK limited companies must have minimum one director. Directors are legally bound to carry the load of running the company and ensuring company accounts/reports are accurately prepared.

The minimum allowed age for directors is 16. The director must not be disqualified.

Legal entity (another company) can be a director of UK limited company, but at least one of the company’s directors must be a person.

There is no requirement for directors to live in the UK (although companies still must have a UK registered office address).

Please note that directors’ names and addresses are also publicly available.

As for the company secretaries, there is no requirement to appoint them for a private limited company. But some companies appoint them to carry on some of the director’s responsibilities.

Even if there is an appointed company secretary, the directors are still legally responsible for the company.

If you register a company with us you can appoint the company director electronically during the company registration process.

5. Shares and Shareholders


Limited companies are usually limited by shares.

Shareholders hold the company shares and this allows them to control the company. The liability of each shareholder is limited to his/her shares in the company. This is exactly the way shares limit the responsibility of shareholders.

At least one shareholder must hold shares in the company limited by shares. This can be a director.

If there is only one shareholder, then he/she owns 100% of the company.

As for the maximum number of shareholders, there is no such limit currently in place.

You need to set the price of an individual share which can be any amount. There is no minimum share amount requirement for UK limited companies. Share amounts can be as low as £1 (by the way this is a popular choice and in most cases the reasonable amount to limit the shareholders’ liability).

During company registration process the information about the shares has to be provided. This is also known as “statement of capital”. The following information must be provided:

  • the number of shares, their types and value – known as the company’s ‘share capital’;
  • Shareholders (also known as ‘subscribers’ or ‘members’) details – their names and addresses.


You also need to set the class for shares. The class of the share defines the rights it gives to the shareholder. This is known as “prescribed particulars” and must specify:

  • the share of dividends it gets
  • share exchange (‘redeem’) details
  • vote details

6. Find your SIC code


Check what your SIC code is. SIC (Standard Industrial Classification of Economic Activities) code identifies what your company does. You can find the appropriate SIC code in the condensed version of the full list of codes provided by Companies House.

7. Memorandum and Articles of Association


Memorandum of association is a legal statement signed by all initial shareholders expressing their consent to register the company.

Articles of association are rules governing the process of running and operating the company. These rules are presented in a written form and agreed by the directors, the company secretary, and shareholders.

Both documents must be provided in order to register a limited company.

Usually, there is no need to draft these documents in a standard case. There is a memorandum of association template and model articles available for an immediate use. If you register your company with Mill you’ll have all these ready in our system for you. You can also draft your own articles of association, but if you do so you won’t be able to form your company online.

8. File the incorporation with Companies House


Once you have everything ready you can start the company registration process. This can be done in different ways:

  • You can register a new company online with Companies House. In this case, you must register a company that is limited by shares and uses standard articles of association.
  • You can register by post. This application takes between 8 to 10 days. There is also an option to register the company on the same day if you get your application to Companies House by 3 pm and pay £100. In this case, you must mark the envelope as “same day service” in the top left-hand corner.
  • You can register a new company online with us. This is the easiest option. You will get everything set up for you in our system and will be able to get your company registered with Companies House in just 3 hours (in most cases).


How much does it cost to set up a limited company?

The company registration cost depends on the method you choose:

  • Online company registration fee with Companies House is £12;
  • Company registration by post with Companies House costs £40 (You can pay this fee by cheque made out to Companies House);
  • Registering a company through our system costs £29 (Companies House fee is included).


9. Register for Corporation Tax


Once you have completed the company registration process you will receive the official “certificate of registration” (certificate of incorporation). This document is the proof that your company legally exists. It contains your official company number and date of incorporation.

After you company has been registered and is ready to trade you can register for corporation tax within 3 months of starting to do business. Starting to do business also includes buying, selling, advertising, renting a property and employing people. If you doubt whether you have started to do business or not you may consult this comprehensive resource to determine your position.

You can register for corporation tax online with HMRC.

10. Start trading with your newly registered company


Once you complete all mentioned steps you will have an officially registered UK company that is ready to trade.

We’ll be glad to hear your thoughts!
Please share them in the comments section below for us and our audience to read and benefit!

What is the company Annual Return (AR01 Form)?

What is the company Annual Return (AR01 Form)?

What is the Annual Return (AR01)?


Filing the annual return is a legal requirement in the UK.

If you are running a company in the UK, you must operate in accordance with the applicable legislation (e.g. Companies Act 2006). There are certain statutory annual requirements that you should comply with including:

  • Filing Annual Returns
  • Self-Assessment Tax Returns
  • Annual Accounts
  • Pay as you Earn (PAYE)
  • Corporation Tax
  • Quarterly VAT Returns


Of interest to this article is the annual return (AR01 form, part 24 of the Companies Act 2006).

Notably, from 30th June 2016, the name changed from annual returns to a confirmation statement. Nevertheless, there is no much change in substance. The phrase “annual return” is still widely used (so we will use both terms in this article).


The Meaning of Annual Return


An annual return is a statement that you file at the Companies House to confirm that the information that they hold about your company is correct.

You must file annual returns at least once every 12 months.

Failing to file the confirmation statement while your company is in operation is a criminal offense and entails serious consequences. So, if you fail to file the confirmation statement within the stipulated time, you may face one of the following actions depending on the case circumstances:

  1. Removal from the position of director of the company;
  2. Prosecution (if you fail to file a confirmation statement at all);
  3. Companies House may strike the company off the register of companies assuming that your company isn’t carrying on business or in operation. If this happens then your company will cease to exist and all its assets will become Crown property.


Filing Annual Return/Confirmation Statement


Confirmation Statements (Annual Return) should be filed online through the Companies House web filing service or by paper form which may be sent by post. In either case, you will need to fill form CS01 (previously form AR01).

However, the amount of fees is different; you will pay £40 if you file your company’s confirmation statement on paper and £13 if you file electronically. Most people prefer filing the confirmation statements through the online portal. You should note that you cannot use paper form to file confirmation statement for your company if:

  • The company is in the protected online filing scheme (PROOF)
  • You need to file form 363


Details that Must be Provided in a Confirmation Statement (Annual Return)


  • Company name and number
  • Registered office address
  • Made-up date of the return – date at which all information must be correct
  • Alternative inspection location (SAIL address), if you use one
  • Officers (directors and company secretary)
  • Persons with significant control (PSCs)


Responsibility for Filing Annual Return/Confirmation Statements


The legal responsibility for filing the confirmation statement (annual return) of a company lies with the directors. If you have a company secretary, you may delegate the responsibility to him or her but always have in mind that you are ultimately liable.

You must ensure that you file at least one confirmation statement every 12 months. However, you may file as many confirmation statements as you wish within the 12 months so long as you give an interval of 24 hours between any two consecutive confirmation statements. If you have just registered your company, you will have to wait for at least 48 hours before filing its first confirmation statement.

Although you are not required to pay more than once in a year even where you opt to file several confirmation statements, companies rarely file more than the mandatory one confirmation statement in a year-probably in the interest of time.


The Importance of the Annual Return/Confirmation Statement


While filing a confirmation statement is a statutory requirement, it is not meant to merely increase your responsibilities as a director. It serves several important functions including:

  • Keeping your company’s information on the official register up to date;
  • Improving the quality of information on the official register;
  • The fees paid when filing confirmation statements is an important source of revenue for the Companies House which needs money to maintain the register and to offer other services;


How does a Confirmation Statement (CS01 Form) Differ from an Annual Return (AR01 Form)


As noted above, confirmation statements replaced annual returns. This change took effect on 30th June 2016.

While there is no much difference, the following are worth noting:

Previously, the requirement was to include a full list of shareholders every three years. This is no longer a requirement with the confirmation statement. As a result, you avail the information to the Companies House whenever you want to ensure that your information is up to date and correct.

Moreover, now instead of having to provide a snapshot of your company data annually, you are only required to check and confirm that the information held by the Companies House is accurate and up to date. With the annual return, you were required to file within 28 days from the anniversary of the incorporation of your company. This period is now 14 days.

Finally, there is the introduction of the requirement to provide a list of people with significant control (PSC) at the time of filing your first confirmation statement.

For the official information on confirmation statements, click here.


Related: How to Change from Sole Trader to Limited Company?


We’ll be glad to hear your thoughts!
Please share them in the comments section below for us and our audience to read and benefit!

What Names Are Acceptable for UK Limited Companies?

What Names Are Acceptable for UK Limited Companies?

Most names are acceptable to Companies House, but there are number of exceptions which fall into the following categories:

1. The proposed company name must be unique, meaning that there must be no other company incorporated under the same name.

2. Some words as “British”, “Group” or “International” must be substantiated by the means of providing evidence of other related companies or companies operating in at least two different countries. You will need to apply separately for the use of reserved words.

There are also sensitive words which could imply a connection with the UK government, an administration or specified public authority.

Words such as King or Queen are sensitive words, and you need request approval to use a sensitive word from the corresponding bodies/persons.

3. Names containing words likely to cause offence are not allowed.

For the company name search you can use our up to the minute system to check whether your chosen name is available for registration. Our company name search system is fully harmonized with Companies House, so you always get the most relevant result.

In case your chosen name is similar to an existing company name, that company could object within 12 months and you may be forced to change your company’s name.

Related: Changing From Sole Trader to Limited Company

Important Notice – Similar Names

Since October 2009 Companies House has started exercising stricter regulations in regards to similar names. Unfortunately, our current company name search engine can only specify if a name has or hasn’t been taken.

For example, ABC Ltd will be unavailable on our search as the name is already taken. ABC GB Ltd would appear to be available. However, this is not the case, GB falls into a category of words and expressions that Companies House feel do not separate the latter from the former. Therefore the company would be rejected. Other such words/expressions that fall into the same category are:

  • Company

  • Com


  • International

  • Net

  • Org

  • Services

  • UK

  • United Kingdom

For the extensive list of words/expressions take a look here.

Please note that if you already owned ABC Ltd and wanted to form ABC GB Ltd this would be possible. You would just need to create a supporting document detailing your ownership or directorship of the original company.

Companies House will also reject names split up with punctuation marks. Once again, using ABC Ltd as our example company, all the below would also be rejected.

  • AB-C Ltd

  • AB and C Ltd (or &)

  • ABC! Ltd

  • @ABC Ltd

Companies House accepts the following punctuation, signs and symbols marks

  • 0, 1, 2, 3, 4, 5, 6, 7, 8 or 9

  • full stop (.), comma (,), colon (:), semi-colon (;) or hyphen (-)

Further reading:

UK Company Formation FAQ

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