Asked about forming, incorporating, or registering a company in the United Kingdom.
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Capture the founder's facts and pick the entity
Gather residency, expected annual profit, number of owners, whether the owner wants to draw salary or dividends, and whether staff will be employed. Compare sole trader (income tax plus NIC on all profits, unlimited liability), partnership or LLP, and private company limited by shares (corporation tax on profits, profit extracted as salary and/or dividends, limited liability). Recommend the private limited company as the default unless the facts point elsewhere.
Watch for: A sole trader pays income tax and NIC on all profits with unlimited liability, while a company pays corporation tax and the owner is taxed on salary and dividends, so the choice turns on profit level and the salary/dividend NIC vs corporation-tax split. The NIC and dividend thresholds that drive that split are not in this Guide; pull them from uk-national-insurance, uk-dividends and uk-income-tax-sa100 before quoting any personal-tax figure.
Choose and clear the company name
Check the proposed name on the Companies House name checker. It must not be identical or too like an existing registered name, sensitive words (bank, royal, charity) need prior approval, and a private company name must end in Limited or Ltd (or the Welsh equivalents).
Companies Act 2006
Every figure is drawn from this Tax Guide and cited to its source.
Pvt Ltd — min shareholders
1 shareholder + 1 directorCA 2006
Pvt Ltd — min capital
£1 (no statutory minimum)CA 2006
PLC — min paid-up
£50,000 (25% = £12,500 paid up)CA 2006
LLP — min members
2 designated membersLLP Act 2008
Online incorporation
£100Companies House
Same-day (software)
£156Companies House
Paper
£124Companies House
Annual confirmation statement
£50 online / £110 paperCompanies House
Annual accounts filing
9 months after year-end (private)CA 2006 s.442
CT600 filing
Year applicability: Rules in this skill apply across 2024-25, 2025-26, and 2026-27 unless a specific section flags a year-dated change. The pack is read alongside the rate-bearing skills (
uk-income-tax-sa100,uk-national-insurance,uk-dividends, etc.) which carry full 3-year tables.
Reviewed against the cited tax authorities by James Power on 2026-06-03. Items flagged for further clarification are tracked separately and excluded here. This block is generated from verified
skill_facts— edit the facts, not the prose.
Quick Reference
| Field | Value |
|---|---|
| Country | United Kingdom of Great Britain and Northern Ireland |
| Currency | GBP |
| Company registrar | Companies House -- companies-house.gov.uk |
| Key legislation | Companies Act 2006; Economic Crime and Corporate Transparency Act 2023 |
| Typical formation time | 24 hours (online); 8--10 days (paper) |
| Corporate tax rate | 25% (main rate); 19% (small profits, taxable profits ≤ £50,000) |
| Skill version | 1.0 |
Entity Types Comparison
| Feature | Sole Trader | Private Ltd (Ltd) | Limited Liability Partnership (LLP) | Public Ltd (PLC) |
|---|---|---|---|---|
| Legal personality | No | Yes | Yes | Yes |
| Liability | Unlimited | Limited to share capital | Limited to capital contribution | Limited to share capital |
| Min. members | 1 | 1 shareholder + 1 director | 2 designated members | 2 directors + 1 secretary |
| Min. share capital | N/A | £1 (no minimum prescribed) | N/A (capital contribution) | £50,000 (25% paid up = £12,500) |
| Tax treatment | Income tax + NIC | Corporation tax | Partners taxed individually | Corporation tax |
| Admin burden | Low | Medium | Medium | High |
| Audit required | No | Only if thresholds exceeded | Only if thresholds exceeded | Yes |
| Filing accounts | No | Yes (abbreviated for micro/small) | Yes | Yes (full) |
Recommended default: Private company limited by shares (Ltd) for most commercial purposes.
Capital Requirements
| Entity Type | Min. Share Capital | Min. Paid-Up | Payment Timing | In-Kind Contributions |
|---|---|---|---|---|
| Private Ltd | £1 (no statutory minimum) | No minimum paid-up requirement | On or after incorporation | Permitted (no independent valuation required for private companies) |
| PLC | £50,000 | 25% (£12,500) + share premium | Before trading certificate issued | Permitted (independent valuation required) |
| LLP | N/A | Members agree capital contribution | Per LLP agreement | Per LLP agreement |
Costs Breakdown
| Cost Component | Amount (GBP) | Notes |
|---|---|---|
| Companies House incorporation (online) | £100 | Standard service (~24 hours) |
| Companies House incorporation (same-day) | £156 | Software filing only |
| Companies House incorporation (paper) | £124 | 8--10 working days |
| Annual confirmation statement | £50 (online) / £110 (paper) | Due every 12 months |
| Registered office service | £50--£300/year | If using a service address |
| Accountant fees (annual) | £500--£3,000/year | Varies by complexity |
| Company secretary (optional) | £0--£500/year | Not required for Ltd |
| Total initial cost | £100--£300 | Government fees only; professional fees additional |
Annual Maintenance
| Item | Cost (GBP) |
|---|---|
| Confirmation statement | £50 |
| Corporation tax filing | Included in accountant fees |
| Annual accounts filing (Companies House) | Free |
| Registered office | £50--£300 |
| Accountancy fees | £500--£3,000 |
Post-Formation Compliance
| Obligation | Deadline | Authority |
|---|---|---|
| Confirmation statement | Within 14 days of review period end (annual) | Companies House |
| Annual accounts | 9 months after financial year-end (private) | Companies House |
| Corporation tax return (CT600) | 12 months after accounting period end | HMRC |
| Corporation tax payment | 9 months and 1 day after accounting period end | HMRC |
| VAT returns | Quarterly (MTD-compliant software required) | HMRC |
| PAYE/RTI submissions | On or before each payday | HMRC |
| PSC register (People with Significant Control) | Maintain and update within 14 days of changes | Companies House |
| Register of members | Maintain at registered office | Internal |
Barclays, HSBC UK, Lloyds, NatWest (high street); Tide, Starling Bank, Revolut Business, Monzo Business (digital)
Foreign Founder Considerations
| Question | Answer |
|---|---|
| Non-resident directors allowed? | Yes -- no residency requirement for directors |
| Minimum UK-resident director? | No (but at least one natural person aged 16+ required) |
| Nominee shareholders permitted? | Yes (PSC register must still disclose ultimate beneficial owners) |
| Apostille requirements | Foreign ID documents may need certified translation |
| Physical presence required? | No -- entire process can be completed remotely |
| Foreign ownership restrictions | None for standard Ltd; FCA-regulated activities require separate authorisation |
| ID verification | From 2024, Companies House requires verified identity for directors and PSCs |
Timeline
| Step | Duration | Cumulative |
|---|---|---|
| Name check and document preparation | 1--2 days | Day 1--2 |
| File online with Companies House | 1 day | Day 2--3 |
| Certificate of incorporation received | Same day to 24 hours | Day 2--4 |
| Open business bank account | 1--5 days (digital) / 2--4 weeks (high street) | Day 3--28 |
| Register for corporation tax (HMRC) | 1--7 days | Day 4--35 |
| Register for VAT (if needed) | 1--30 days | Day 5--65 |
| Set up PAYE (if employing) | 1--5 days | Day 6--70 |
| Ready to trade | As fast as 2--3 days (digital bank) |
The UK has one of the fastest and cheapest company formation processes globally.
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Review status
Accountant-reviewed
Reviewed by a named licensed practitioner against the stated sources, as general reference material.
Accountant-reviewed
Reviewed by James Power · 3 June 2026
A named accountant reviewed this complete Guide version within the stated scope. It is not a guarantee.
View review record →Other United Kingdom computations in the OpenAccountants Tax Library.
Prepare incorporation documents and set the share structure
Prepare the memorandum of association, adopt model articles (SI 2008/3229) or bespoke articles, and complete Form IN01. Set the share structure and allot shares to the founders. A private company needs at least one shareholder and one director and has no statutory minimum share capital. A PLC route instead carries a statutory minimum issued capital that must be part paid up before the company can trade.
Watch for: A private company limited by shares has no minimum share capital, whereas a PLC must meet the statutory minimum issued and paid-up capital before it can begin trading.
SI 2008/3229
File at Companies House and obtain the certificate
File online via the Companies House Web Incorporation Service or approved software, supplying the company name, a genuine registered office (a PO box is not acceptable), director(s), shareholder(s), SIC code, articles and share structure, and pay the applicable Companies House filing fee (online, same-day software, or paper). The certificate of incorporation, confirming the company number, is normally issued within 24 hours of an online filing.
Companies Act 2006
Discharge director duties, the PSC register and identity verification
Record each director's acceptance of their statutory duties, set up the PSC (People with Significant Control) register and the register of members, and complete Companies House identity verification for directors and PSCs. At least one director must be a natural person aged 16 or over, and there is no UK-residency requirement.
Watch for: Every UK company must identify its people with significant control and keep the PSC register current, updating it within 14 days of a change, and from 2024 Companies House also requires verified identity for directors and PSCs.
Companies Act 2006
Register for Corporation Tax with HMRC
Register the company for Corporation Tax with HMRC within 3 months of starting to trade and obtain the company's Unique Taxpayer Reference (UTR). Confirm the accounting period and expected profit level so the correct corporation-tax rate band applies.
Watch for: Corporation Tax registration is due within 3 months of the company starting to trade. The main rate applies above the small-profits limit and the small-profits rate applies at or below it, with marginal relief between the two.
CTA 2010
Register for PAYE and VAT as needed
If the company will employ staff (including a director on payroll), register as an employer for PAYE with HMRC before the first payday. Register for VAT once taxable turnover is expected to breach the registration threshold, or voluntarily below it to recover input VAT, and once registered file VAT returns quarterly using MTD-compliant software.
Watch for: VAT registration is mandatory once taxable turnover exceeds the registration threshold and is available voluntarily below it, and PAYE must be set up before the first payday.
VATA 1994
Build the compliance calendar and deliver the working paper
Assemble the post-formation compliance calendar: the annual confirmation statement (every 12 months, filed within 14 days of the review period end), annual accounts to Companies House 9 months after year-end, the CT600 corporation-tax return 12 months after the accounting period end, corporation-tax payment 9 months and 1 day after period end, plus quarterly VAT and payday RTI where relevant. Deliver a structure recommendation and formation working paper listing the chosen entity, the registrations completed, and every upcoming deadline, then offer the review handoff before any filing.
Watch for: For a private company, annual accounts are due 9 months after the financial year-end, the CT600 is due 12 months after the accounting period end, and corporation tax is payable 9 months and 1 day after the period end.
CA 2006 s.442
What James checks before signing off
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Add to your AI12 months after accounting periodCTA 2010
CT payment
9 months + 1 day after period endCTA 2010
Confirmation statement
Every 12 monthsCA 2006
PSC register
Update within 14 days of changesCA 2006
VAT threshold
£90,000VATA 1994
Quick Reference
| Field | Value | |---|---| | Country | United Kingdom of Great Britain and Northern Ireland | | Currency | GBP | | Company registrar | Companies House -- companies-house.gov.uk | | Key legislation | Companies Act 2006; Economic Crime and Corporate Transparency Act 2023 | | Typical formation time | 24 hours (online); 8--10 days (paper) | | Corporate tax rate | 25% (main rate); 19% (small profits, taxable profits ≤ £50,000) | | Skill version | 1.0 |
Entity Types Comparison
| Feature | Sole Trader | Private Ltd (Ltd) | Limited Liability Partnership (LLP) | Public Ltd (PLC) | |---|---|---|---|---| | Legal personality | No | Yes | Yes | Yes | | Liability | Unlimited | Limited to share capital | Limited to capital contribution | Limited to share capital | | Min. members | 1 | 1 shareholder + 1 director | 2 designated members | 2 directors + 1 secretary | | Min. share capital | N/A | £1 (no minimum prescribed) | N/A (capital contribution) | £50,000 (25% paid up = £12,500) | | Tax treatment | Income tax + NIC | Corporation tax | Partners taxed individually | Corporation tax | | Admin burden | Low | Medium | Medium | High | | Audit required | No | Only if thresholds exceeded | Only if thresholds exceeded | Yes | | Filing accounts | No | Yes (abbreviated for micro/small) | Yes | Yes (full) |
Name requirements
Check availability on Companies House name checker; must not be identical to or "too like" an existing registered name; sensitive words (bank, royal, charity) require prior approval; must end in "Limited" or "Ltd" (or Welsh equivalents)
Required documents
Memorandum of association -- subscribers confirm intention to form a company; Articles of association -- use model articles (SI 2008/3229) or bespoke articles; Form IN01 -- application for registration (submitted online as part of digital flow)SI 2008/3229
Registration method and fee
Online: via Companies House Web Incorporation Service or software filing. Fee: £100 (online/software) or £124 (paper); same-day service £156 (software only). Provide: company name, registered office address, director(s), shareholder(s), SIC code, articles, share structure
Certificate details
Typically within 24 hours for online filings. Certificate confirms company number, date of incorporation, and registered office
Registration deadline
Must register within 3 months of starting to trade. Obtain Unique Taxpayer Reference (UTR)
VAT registration threshold
£90,000 (2025/26 threshold)
Voluntary registration
Voluntary registration permitted below threshold
PAYE registration
Register as employer with HMRC before first payday
Confirmation statement frequency and fee
Annual confirmation statement due at least once every 12 months (£50 online / £110 paper)
Capital Requirements
| Entity Type | Min. Share Capital | Min. Paid-Up | Payment Timing | In-Kind Contributions | |---|---|---|---|---| | Private Ltd | £1 (no statutory minimum) | No minimum paid-up requirement | On or after incorporation | Permitted (no independent valuation required for private companies) | | PLC | £50,000 | 25% (£12,500) + share premium | Before trading certificate issued | Permitted (independent valuation required) | | LLP | N/A | Members agree capital contribution | Per LLP agreement | Per LLP agreement |
Costs Breakdown
| Cost Component | Amount (GBP) | Notes | |---|---|---| | Companies House incorporation (online) | £100 | Standard service (~24 hours) | | Companies House incorporation (same-day) | £156 | Software filing only | | Companies House incorporation (paper) | £124 | 8--10 working days | | Annual confirmation statement | £50 (online) / £110 (paper) | Due every 12 months | | Registered office service | £50--£300/year | If using a service address | | Accountant fees (annual) | £500--£3,000/year | Varies by complexity | | Company secretary (optional) | £0--£500/year | Not required for Ltd | | **Total initial cost** | **£100--£300** | Government fees only; professional fees additional |
Annual Maintenance
| Item | Cost (GBP) | |---|---| | Confirmation statement | £50 | | Corporation tax filing | Included in accountant fees | | Annual accounts filing (Companies House) | Free | | Registered office | £50--£300 | | Accountancy fees | £500--£3,000 |
Post-Formation Compliance
| Obligation | Deadline | Authority | |---|---|---| | Confirmation statement | Within 14 days of review period end (annual) | Companies House | | Annual accounts | 9 months after financial year-end (private) | Companies House | | Corporation tax return (CT600) | 12 months after accounting period end | HMRC | | Corporation tax payment | 9 months and 1 day after accounting period end | HMRC | | VAT returns | Quarterly (MTD-compliant software required) | HMRC | | PAYE/RTI submissions | On or before each payday | HMRC | | PSC register (People with Significant Control) | Maintain and update within 14 days of changes | Companies House | | Register of members | Maintain at registered office | Internal |
Bank account documents
Certificate of incorporation; Memorandum and articles of association; ID and proof of address for all directors and shareholders (25%+); Proof of registered office; Business plan or description of activities
Bank account opening timeline
1--5 working days (UK digital banks: Tide, Starling, Revolut Business); 2--4 weeks (traditional high-street banks)
Foreign Founder Considerations
| Question | Answer | |---|---| | Non-resident directors allowed? | Yes -- no residency requirement for directors | | Minimum UK-resident director? | No (but at least one natural person aged 16+ required) | | Nominee shareholders permitted? | Yes (PSC register must still disclose ultimate beneficial owners) | | Apostille requirements | Foreign ID documents may need certified translation | | Physical presence required? | No -- entire process can be completed remotely | | Foreign ownership restrictions | None for standard Ltd; FCA-regulated activities require separate authorisation | | ID verification | From 2024, Companies House requires verified identity for directors and PSCs |
R-UK-F1 -- Shell company for fraud
This skill will not assist in forming a company intended as a shell for fraudulent or money-laundering purposes. Under the Economic Crime and Corporate Transparency Act 2023, Companies House has enhanced powers to query and reject suspicious filings.Economic Crime and Corporate Transparency Act 2023
R-UK-F2 -- Using a fake registered office
The registered office must be a genuine address where documents can be served. PO Boxes are not permitted. Virtual office services are acceptable if they provide a physical address and forward mail.
R-UK-F3 -- Failure to disclose PSCs
Every UK company must maintain a PSC register. Deliberate failure to identify and disclose people with significant control is a criminal offence.
R-UK-F4 -- Trading without VAT registration
If taxable turnover exceeds £90,000, VAT registration is mandatory. Trading above the threshold without registration risks penalties and backdated assessments.
R-UK-F5 -- Dormant company misconception
A dormant company still has filing obligations (annual accounts and confirmation statement). Failure to file leads to penalties and eventual compulsory strike-off.
Timeline
| Step | Duration | Cumulative | |---|---|---| | Name check and document preparation | 1--2 days | Day 1--2 | | File online with Companies House | 1 day | Day 2--3 | | Certificate of incorporation received | Same day to 24 hours | Day 2--4 | | Open business bank account | 1--5 days (digital) / 2--4 weeks (high street) | Day 3--28 | | Register for corporation tax (HMRC) | 1--7 days | Day 4--35 | | Register for VAT (if needed) | 1--30 days | Day 5--65 | | Set up PAYE (if employing) | 1--5 days | Day 6--70 | | **Ready to trade** | | **As fast as 2--3 days (digital bank)** |
Rendered from the canonical facts model · facts last reviewed Jun 3, 2026. General reference only — confirm with a qualified professional before acting.
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