Register a company in the UK

Under the UK Law there are four types of companies one can register:

Private Companies Limited by Shares: The liability of each shareholder to creditors in this case is limited to the capital originally invested.

Private Company Limited by Guarantee: This type of company set up is mostly used for charitable work and cannot be used for a company seeking to make profit. The shareholders are only liable for the amount that they have agreed to contribute to the assets of the company in case it gets wound up.

Private Unlimited Company: In this case the shareholders will have no limit to their liability in regards to the private company.

Public Limited Company: The shares in the PLC are offered for sale to the general public, and the shareholders will be liable for the capital originally invested.

Who May Establish a Company?

A memorandum of association must be established for people to form a company. Public and Unlimited companies must have at least two shareholders.

Company Director Requirements

In general, any person can become a company director, given that the person is mentally competent and is of sufficient age to understand the responsibilities and obligations that come with the position.

Furthermore, the director should not have been disqualified by a court from acting as a company director and should not be an undischarged bankrupt. Both conditions, however may be overridden with leave of court.

Number of Officers in a Company

For private limited companies the Companies Act 2006 requires at least one director over 16 years of age and a secretary.

A public limited company will require a minimum of two directors and one secretary formally qualified for the position.

Company Name

Within reason there are no restrictions on the name to be chosen for the company. Companies House, however, will not register a name which is exactly the same as another company. Moreover, when registering a company, it is important to make sure that the name will not cause offence as such names will not be allowed by the Companies House.

Company should also be careful not to choose a name already trademarked or patented by another company as legal actions may follow.

Statement of Capital

Companies limited by shares (both private and public) must submit a statement of capital and initial shareholdings. The statement will be filled out under the application of incorporation as well as the annual return filing.

The Statement of Capital must show:

  • Total number of shares in a company
  • Aggregate nominal value of the shares
  • For Each class of shares:
    • Prescribed particulars of the rights attached to the shares
    • Total number of shares of that class
    • Aggregate nominal value of shares of that class
    • The paid and unpaid amount on each share

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