Incorporating a company in England is an exciting step towards starting your business. The incorporation process in England is a quick and relatively simple process compared to other jurisdictions, offering an appetising place to do business.

Choose the type of company

Before you incorporate your business in England, you need to decide on the type of company structure that best suits your needs. The most common types include:

• Private Limited Company (Ltd): This is the most popular choice for small to medium-sized businesses. It limits the liability of shareholders and offers flexibility in share ownership.
• Public Limited Company (PLC): Suitable for larger businesses planning to raise capital through public offerings on the stock exchange.
• Limited Liability Partnership (LLP): Ideal for professional services firms, where partners’ personal assets are protected.
• Sole Trader or Partnership: These structures do not create a separate legal entity, and the owner(s) bear full liability for the company’s debts.

The company type may be determined by your personal tax requirements, and how to de-risk your personal assets by incorporating under a limited company or LLP.

Name your company

Choosing a unique and memorable company name is crucial. The name must not be identical to any existing registered company in the UK. You can check the availability of your desired name on the Companies House website. We also recommend that you search the trade mark register at the intellectual property office to ensure no trade mark has been registered against your new company name.

Register your company

 To register your company in England, you will need to submit several documents to Companies House, which is the government agency responsible for company registration. These documents typically include:

• Memorandum of Association: A legal statement signed by all initial shareholders, expressing their intention to form the company.
• Articles of Association: A document outlining the company’s internal rules and regulations.
• Form IN01: This form contains important information about the company, such as the registered office address, details of directors and shareholders, and the share capital.

Appoint directors and a company secretary

Your company must have at least one director, and there are no restrictions on the nationality or residency of directors. While it’s no longer mandatory to have a company secretary, many companies choose to appoint one for administrative purposes.

Share capital and shareholders

Determine the share capital and share structure for your company. Private limited companies often issue shares with a nominal value of £1, but can be of any nominal value. Shareholders can be individuals or other legal entities. You can assign certain rights to shares, including voting vs non-voting rights, whether the shares will receive dividends and the specific return to be paid to the shareholders should the company be wound up or sold.

Registered office address

 Your company must have a registered office address in England or Wales, and it must be a physical location, not a P.O. Box. This address will be used for official correspondence.

Submit your application

Compile all the necessary documents and submit them to Companies House either electronically or by post. Pay the requisite registration fee, which can vary depending on the filing method and processing time. The online method is relatively simple, but we suggest that you speak with one of our specialists who can assist with the collation of information and advice on the structure.

Following incorporation

Once the company is incorporated you will be able to register for taxes such as Corporation Tax, Value Added Tax (VAT), and National Insurance if applicable as well as open a bank account. There will be annual filing requirements for the company, including accounts and a confirmation statement stating the current shareholder and director position of the company.

Contact

For assistance in setting up a company, financing or scaling, please get in touch with our corporate team and we would be happy to help.