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UK Services - Formations
Private Limited Company
Generally a Limited company is a business that is organised in such a way as to give its owners limited liability. In the UK, there are two types of private limited companies: a Private Company Limited by Shares and a Private Company Limited by Guarantee.
Private Company Limited by Shares is a type of company with a share capital where the liability of the members is limited to the amount, if any, unpaid on the shares held. The shares can be issued in any legal denomination, e.g. Pounds, US Dollars, Euros, etc and cannot be offered for sale to the general public.
Private Company Limited by Guarantee is a type of company with no share capital where the members are guarantors rather than shareholders and their liability is limited to such amount as the members may respectively undertake to contribute if the company is wound up.
In addition to the above types of private companies there are also Unlimited Companies. A Private Unlimited Company may or may not have a share capital however there is no limit to the liability of its members.
WCA can form all these types of companies for you within 24 hours or the same day if necessary. The most common type of privately held company is however a Private Company Limited by Shares.
In order to register a Private Limited Company the following requirement must be met:
it must have at least one director;
it must have at least one director who is an individual;
all individual directors must be aged 16 or over;
it must have a registered office location in the United Kingdom. PO Box addresses are not permitted.
We can offer several Package options for Private Limited Company formations:
UK Domestic Company Registration
Includes:
• Preparation of incorporation documents
• Registration with Registrar of Companies
• Electronic Certificate of Incorporation
• Electronic Memorandum & Articles of Association
• Minutes of first board meeting
Optional services which you may consider:
Directors UK Service Address
Company seal
Compliance services
Registered Office
Bank account assistance
Company Register (completed and uncompleted)
Certificate of Good standing
Share Certificates
Certificate of Incumbency
Foreign Subsidiary Company Registration
• Prepare incorporation documents
• Register with Registrar of Companies
• Paper Certificate of Incorporation
• Government and our professional fee
Optional services which you may consider:
Agent for service of process
Compliance services
Certificate of Good Standing (apostilled if required)
Certificate of Incumbency
UK Domestic Premium Company Registration
• Preparation of incorporation documents
• Registration with Registrar of Companies
• Electronic Certificate of Incorporation
• Electronic Memorandum & Articles of Association
• Minutes of first board meeting
• Certificate of Incumbency
• Share Certificates
• Company Register (Electronic)
Optional services which you may consider:
Directors UK Service Address
Company seal
Compliance services
Registered Office
Bank account assistance
Company Register (Paper version)
Certificate of Good standing
A Registered Office and Company Secretarial service can be provided at an additional cost for any of the above packages. Please see UK Legal Services page below or contact WCA for full details.
Public Limited Company
Is a company limited by shares and is generally listed on the Stock Exchange or AIM, the Alternative Investment Market. The shares can be offered for sale to the general public and the members’ liability is limited to the amount unpaid on the shares held by them.
There are many advantages to operating your business as a public limited company, and for registering your company on the stock exchange. First of all, a public status offers a business a broader access to capital through both sales of shares and alternative sources of finance, e.g. banks are more likely to give out loans to public companies than to private ones. Secondly, going public also gives a company a more prestigious profile and therefore makes it easier to market its products and services as well as get the trust of potential new clients. Other advantages include a greater stock liquidity, easier mergers and acquisitions and the freedom and flexibility to use the company’s funds for a variety of purposes.
Despite all the benefits of public companies, most small businesses opt for a private limited company primarily because it is much cheaper and easier to set up.
In order to register a Public Limited Company the following requirements must be met:
the initial value of share capital must be at least £50,000; 25% of which must be paid up;
it must have at least two directors (who may also be members of the company);
it must have at least one director who is an individual;
all individual directors must be aged 16 or over;
it must have at least one qualified secretary;
it must have a registered office, which must be a physical location in the United Kingdom.
There are also many other points to consider before incorporating a Public Limited Company so if you require further information or advice on setting up a Public Limited Company please contact WCA.
Limited Liability Partnership (LLP)
The advantages to the owners of having an LLP are that they can benefit from having an organisation with limited liability whilst allowing its members to take advantage of the structure and taxation rules of a traditional partnership. Upon the incorporation of an LLP all the members sign an LLP agreement. Those partners who signed the incorporation document are called first members. Any other person can become a member of the LLP by the agreement with the existing members later on.
In order to register a Limited Liability Partnership the following requirement must be met:
it must have at least two, formally appointed, designated members* at all times;
each member must be registered as self-employed;
it must have a registered office, which must be a physical location in the United Kingdom.
*Designated members have the same rights and duties towards the LLP as any other member; however they also have extra responsibilities to perform some administrative and filing duties and are accountable for failing so to do.
Profits of a LLP are taxed as if the business were carried on by partners in a partnership, rather than by a corporate body. Each member of a partnership pays tax and National Insurance contributions (NICs) on their share of the profits which are taxable as profits of a trade, profession or vocation.
Please contact WCA for LLP formation details and prices.
UK Establishment / Foreign Subsidiary
Nearly all countries allow a foreign company to register as a foreign subsidary or establishment, in lieu of forming a new 'local' domestic entity to undertake business.
In the UK, if an overseas company decides to open a UK Establishment, it must be registered with the UK Companies Registry. In order to register a UK Establishment the following documents must be supplied:
a completed and signed application form (we will provide if required);
a certified copy of the parent company’s constitutional documents*;
a copy of the parent company’s latest set of accounts*.
* If the document is in a language other than English then a certified English translation must be provided. WCA can advise on the cost of the translation if necessary.
When registering a UK Establishment, either the overseas company´s corporate name or an alternative name may be used. If an alternative name is used to register a UK Establishment then the same restrictions as for UK company names will apply. In the case where you are registering your UK Establishment under an overseas company corporate name, the application of restrictions will depend on whether the overseas company is in the European Economic Area or not.
After registration, the Establishment must notify the Companies Registry of any changes to the original information filed as and when it occurs using the relevant forms.
For more information and assistance with forming a UK Establishment, please contact WCA.
Other Types of Companies (Community Interest Company, Right to Manage, Commonhold)
Community Interest Companies (CICs) are limited companies for those people wishing to conduct business or other activity for the benefit of the community and not for private advantage.
The two main features that distinguish CICs from ‘normal’ companies are the asset lock and the Community Interest Statement and Report.
Under the asset lock provisions, the assets and profits must be permanently retained within the CIC, and used solely for the community benefit, or transferred to another organisation which itself has an asset lock, such as a charity, or to another CIC.
A Community Interest Statement certifies that the company is formed to serve the community rather than for private profit motives.
Right to Manage Company - a limited company established to manage the common parts of a building for the benefit of the flat or apartment owners or tenants. The company is run by the owners of the flats or apartments. The company must be limited by guarantee.
Commonhold is an alternative to the conventional method of owning flats and other interdependent properties under a lease. It combines freehold ownership of a single property (a unit) in a large development with membership of a limited company that owns and manages the common parts of the development.
For more details, prices or to register one of the above types of companies please contact WCA.