If you are planning to set up a company in the UK, our experienced lawyers can guide you through every stage of the incorporation process, ensuring full legal compliance and tailored support.
| Quick Facts | |
|---|---|
| Types of companies | – private company limited by shares (Ltd), – public company limited by shares (Plc), – company limited by guarantee, – community interest company, – charitable incorporated organization, – co-operative society |
Minimum share capital for company formation in UK | – no minimum capital for the Ltd; – £50,000 for the PLC |
Will I need to appoint a director upon company formation in the UK? | YES |
| Appointment of a secretary is needed? | Not mandatory |
| What information about directors and shareholders must be kept? | Companies must maintain up-to-date records containing details of their directors and shareholders. |
| Are companies required to keep records of shareholder resolutions? | YES |
| What financial and legal records must be maintained in the UK? | Companies in the UK are required to keep records relating to debentures, indemnities, transactions, loans, and mortgages. |
| Time frame for the incorporation (approx.) | – 1 business day for online registration, – 8 to 10 days for post applications to the Companies House |
| Corporate tax rate | 25% |
| Dividend tax rate | 0% in most cases |
| VAT rate in UK | – 20% standard rate, – 0% and 5% reduced rates |
| Do I need to choose a SIC code when incorporating a company in the UK? | YES. Every company must provide at least one Standard Industrial Classification (SIC) code describing its intended business activities. |
| Can I amend the Memorandum of Association after incorporation? | NO. Once the company has been incorporated, the Memorandum of Association cannot be amended. |
| Can I adopt my own Articles of Association instead of the model articles? | YES. Companies may adopt the standard model articles or submit bespoke Articles of Association, provided they comply with UK company law. |
| Tax exemptions or incentives | A dividend tax exemption applies in case of most distributions. A tax deduction is available for certain R&D expenditure in case of small and medium companies. A patent box regime and creative industry tax reliefs apply. |
If you want to form a company in the UK, we invite you to watch the following video about the company incorporation procedure in this country:
Table of Contents
How can I form a company in the UK?
You can form a company in the UK with the help of legal experts who can assist you during the entire process.
The steps required to set up a company in the UK, in the case of a limited company, are listed below:
- Choose the form: the type of company that can be limited by shares or limited by guarantee; the first one has shares and shareholders, and the latter has guarantors and the guaranteed amount;
- Choose the company name: for company formation in London, as well as in any other part of the UK, the desired company name needs to be available for use;
- Choose the relevant parties: the directors and the company secretary, or the guarantors, as needed;
- Register the business: this step is essential for company formation in the UK, and it is performed with the Companies House.
If you want to find out more about the process of opening a Limited Company in the UK, read the infographic below:
How do I start abusiness in the UK as a foreigner?
If you want to start a business in the UK as a foreigner, you will abide by the same rules for corporate document preparation and record keeping.
When the company’s records are kept at another location, it is mandatory to send a notification to Companies House. After you set up a company in the UK, you will need to report any changes to the company, as part of the responsibilities for running the limited company.
These changes include having a new registered address in the UK, when you appoint an accountant or tax adviser, or when the owner of the business changes his or her particulars. Other changes are also notified to the Companies House.
What should I know about choosing a company name in the UK?
If you are an investor, then you should be aware of several essential rules during the course of company formation in the UK. Some of these refer to the fact that if you want to open a company in the UK, the legal entity’s trade name can be different from the registered name.
The former is also known as the business name; however, company owners will also need to consider if this name is not already trademark-protected. Different rules for names apply in the case of partnerships and sole traders; that is why you need to get in touch with a legal expert.
Once the name is selected, registered, and in order, and the company is registered, the business will need to observe the rules for displaying its name.
This includes a sign that shows the company’s name at the registered company address and at other addresses where the business operates (if applicable). No signs are needed on display when the business is run from home.
What requires corporate compliance in the UK?
Our lawyers specializing in company incorporation in the UK list the main taxes applicable to a corporation:
- Corporate income tax: with a standard rate of 25%; in other countries, such as Argentina, this tax is higher (can reach 35% for different brackets of earnings)
- Surcharge: an additional 3% tax applies in case of banking companies or groups in excess of GBP 100 million;
- Value-added tax: a standard rate of 20% applies for most types of goods and services; a reduced rate of 5% is in place for certain types of goods or services, and some are zero-rated;
- Social security contributions: 12% for the year 2023/24 paid by employers in most cases (for weekly income between GBP 242 and GBP 967); additional rates apply according to the employees’ weekly income;
- Other taxes: the digital services tax of 2% for large businesses that offer a social media platform or UK online marketplace (and in other cases), the tonnage tax (available to shipping companies instead of the corporate tax), or the annual tax on enveloped dwellings.
What are the annual reporting requirements?
Investors who open a company in the UK will need to observe the following:
- The accounting period is typically 12 months;
- The corporate tax return is filed for the 12-month period;
- Companies file separate tax returns based on a self-assessment regime; this is done within 12 months of the end of the accounting period;
- A fixed penalty of GBP 100 applies for failure to file the tax return within the due date; an additional GBP 100 is applicable in other cases;
- Companies file annual financial statements and observe the UK GAAP principles;
- The company records are kept for 6 years from the end of the last financial year or longer in some cases;
- VAT returns are usually filed on a quarterly basis.
Can I establish a company in the UK as a foreign citizen?
Yes, you can form a company in the UK, no matter where you are from. The main condition for this aspect is to comply with the incorporation requirements set by Companies House, including identity verification, company registration, and ongoing statutory obligations.
Although Brexit has changed immigration and residency rules, it is not preventing you as an EU citizen from incorporating a company in the UK or owning companies here, if you meet the applicable legal and regulatory requirements.
Do I need a registered office address to set up a company in the UK?
Yes. Every UK company must have an appropriate registered office address located in the same UK jurisdiction where it is incorporated, as this is the official address used for receiving legal correspondence from Companies House and other authorities.
What are the requirements for company directors and shareholders in the UK?
A private limited company in the UKmust have at least one director who is at least 16 years old, while the director is legally responsible for managing the company and ensuring compliance with statutory filing obligations.
A UK private limited company must also have at least one shareholder, who may be the same individual as the director, allowing a single person to own and manage the company.
When do I receive the Certificate of Incorporation in the UK?
Once Companies House approves the formation application, it issues a Certificate of Incorporation, which serves as the official legal proof that the company has been successfully registered under the Companies Act 2006.
The company becomes a separate legal entity only after the Certificate of Incorporation has been issued, meaning it can then legally commence its activities as a registered company.
Our company formation agents can also help you set up a company in the Netherlands in just 5-8 working days.
Do not hesitate to contact us for complete company formation services in the UK.
