Frequently Asked Questions

THE NEW COMPANY LOOKING FORWARD

How do I purchase a Limited Company?

We offer two ways of buying a private limited company.
Once you have registered your details and selected your company package we will contact you to arrange payment.  We take most major credit cards.

Own Choice of Company Name

It takes 7 days to form a Limited Company in the name of your choice (subject to availability and suitability) with a capital structure to suit your needs.  Once the name is agreed, we form the company on your behalf acting as first director, secretary and shareholder taking the minimum one share required.

While the company is being incorporated at Companies House, all the necessary forms for transfer will be sent to you for signature and return to us.  We then check the forms before sending them to Companies House together with our resignation forms.  The documentation relating to the package you have requested will be sent to you along with transfer of the original share.

Once we have received your forms and the Certificate of Incorporation has been received the company is available for use.  It normally takes 3 days for the transfer of ownership to be logged at Companies House but can take up to 10 days, so please take this into account when opening a new back account.

Ready Made Company

Please see our ready made list for current details of companies available  CLICK HERE

Our ready made companies have been registered with a general commercial objects clause, enabling any business activity and with an authorised share capital of 2,000 ordinary shares of £1 each, one share has been issued to us.

All the necessary forms for transfer will be sent to you for signature and return to us.  We then check the forms before sending them to Companies House together with our resignation forms.  The documentation relating to the package you have requested will be sent to you together with transfer of the original share.

Once we have received your forms the company is available for use.  It normally takes 3 days for the transfer of ownership to be logged at Companies House but can take up to 10 days, so please take this into account when opening a new back account.

If you wish to change the name of the company please email us three names in order of preference and we will arrange the necessary documentation.  The process takes seven days and we charge an additional £29.38 inc of VAT and duty payable to Companies House.

Should you need to increase your authorised capital beyond £2,000 or subdivide the shares into different classes we will arrange all the necessary paperwork and our charges are an additional £25.85 inclusive of VAT.

If you notify us of any changes at the time of purchasing your company, the memorandum and articles of association will be printed inclusive of amendments, and we will file an amended copy with the Registrar.

To check out name availability free of charge, please click on the link Companies House

 

Once you have decided on the whether you wish to purchase a 'Own Choice of Company Name' or a 'Ready Made Company' and have chosen its name, please enter your details by clicking on “Register Your Company” at the top of the page.  When we receive your information we will contact you to arrange payment by credit card.

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What price does it cost to buy a Limited Company and what do I get?

Company Packs and Prices

  • Primary Pack £89.00

  • Business Pack £114.00

  • Corporate Pack £139.00

Primary Pack    £89.00

Certificate of Incorporation
Two bound copies of the Memorandum and Articles of Association
One unbound copy of the Memorandum and Articles of Association for ease of copying
Resignation of first Director and Secretary
Minutes including Certificate of non trading
Stock Transfer form

Business Pack    £114.00

Certificate of Incorporation
Company register in the form of a black loose leaf file for ease of filing Statutory Documents
Three bound copies of the Memorandum and Articles of Association
One unbound copy of the Memorandum and Articles of Association for ease of copying
Table A – regulations for management of a Company Limited by shares, the Companies Act 1985
Resignation of first Director and Secretary
Minutes including Certificate of non trading
Stock Transfer form
Share certificates
Pack of Statutory forms for future use for filing with Companies House including:-

228a to appoint Company Secretary or Director
228b to resign Company Secretary or Director
228c to change of details for the Secretary or Director
287 to change the Registered Office address
225 to change the Accounting Reference Date
88(2) for the new issue of Shares

Corporate Pack  £139.00

Certificate of Incorporation
Plier type Company Seal
Company register in the form of a black loose leaf file for ease of filing Statutory Documents
Five bound copies of the Memorandum and Articles of Association
One unbound copy of the Memorandum and Articles of Association for ease of copying
Table A – regulations for management of a Company Limited by shares, the Companies Act 1985
Resignation of first Director and Secretary
Minutes including Certificate of non trading
Stock Transfer form
Share certificates
Pack of Statutory forms for future use for filing with Companies House including:-

228a to appoint Company Secretary or Director
228b to resign Company Secretary or Director
228c to change of details for the Secretary or Director
287 to give the Registered Office address
225 to change the Accounting Reference Date
88(2) for the new issue of Shares

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Can I choose any name I want for my company and are there any sensitive words to avoid?

No.  There are some restrictions on your choice of company name.  Briefly, the restrictions are that:

  • You cannot register the same name as another company;

  • The use of certain words is restricted (see further down – restricted names)

  • Names likely to cause offence are not allowed.

It is also important that checks are made to see whether your chosen name is similar to any other names already on the register.  If your chosen name is too like another name, an objection could be made within the 12 months following the incorporation of your company and you could be directed by the Secretary of State to change the company’s name.

SPECIFICATION OF WORDS, EXPRESSIONS AND RELEVANT BODIES
Word or expression  

Relevant Bodies

Abortion
Apothecary
Department of Health and Social Security
Worshipful Society of Apothecaries of
London or Pharmaceutical Society
of Great Britain

 

 

Association

 

Assurance

 

Assurer

 

Authority

 

Benevolent

 

Board

 

Breed

 

Breeder

}

Ministry of Agriculture, Fisheries and Food

Breeding

British

 

Building Society

 

Chamber of Commerce

 

Chamber of Industry

 

Chamber of Trade

 

Charitable

}

Charity Commission or Scottish

Charity

Home and Health Department

Charter

 

Chartered

 

[Chemist

 

Chemistry]

 

Contact Lens

}

General Optical Council

Co-operative

 

Council

 

Dental

}

General Dental Council

Dentistry

District Nurse

Panel of Assessors in District Nurse Training

Duke

    Home Office or Scottish Home and

 

         Health Department

 

 

England

 

English

 

European

 

Federation

 

Foundation

 

Friendly Society

 

Fund

 

Giro

 

Great Britain

 

Group

 

Health Centre

}

Department of Health and Social Security

Health Service

Council for the Education and Training of

Health Visitor

    Health Visitors

Her Majesty

}

Home Office or Scottish Home

His Majesty

And Health Department

Holding

 

Industrial and Provident Society

 

Institute

 

Institution

 

Insurance

 

Insurer

 

International

 

Ireland

 

Irish

 

King

Home Office or Scottish Home

 

    and Health Department

Midwife

}

Central Midwives Board or Central

Midwifery

 Midwives Board for Scotland

National

General Nursing Council for

Nurse

}

    England and Wales or General

Nursing

     Nursing Council for Scotland

Nursing Home

Department of Health and Social Security

Patent

 

Patentee

 

Police

Home Office or Scottish Home and Health Department

 

    

Polytechnic

Department of Education and Science

Post Office

 

Pregnancy Termination

Department of Health and Social Sercurity

Prince

}

Home Office or Scottish Home and

Princess

     Health Department

Queen

 

Reassurance

 

Reassurer

 

Register

 

Registered

 

Reinsurance

 

Reinsurer

 

Royal

}

Home Office or Scottish

Royale

  Home and Health Department

Royalty

 

Scottish

 

Sheffield

 

Society

 

Special School

Department of Education and Science

Stock Exchange

 

Trade Union

 

Trust

 

United Kingdom

 

University

Department of Education and Science

Wales

 

Welsh

 

Windsor

Home Office or Scottish

 

    Home and Health Department

 

 

Guidance notes on the above words are contained in the Companies Registry booklet Company and Business Names: Notes on Sensitive Words and Expressions (ref C499,March 1985).

Other words and expressions are also covered by a variety of legislation and it may be a criminal offence to use them (s 26(1)(d)).  The following list is not exhaustive however and any enquiries shoud be directed to the Companies Registry Office.

 

 

 Word or expression

 

 Relevant body

 

 

Architect, Architectural

Architects Registration Council of the UK

Credit Union

Registrar of Friendly Societies

Veterinary Surgeon

Royal College of Veterinary Surgeons

Dentist, Dental Surgeon, Dental Practitioner

General Dental Council

Chemist, Chemistry, Drug, Druggist

Seek the advice of the Companies Registry

 

     Office

Pharmacist, Pharmaceutist, Pharmaceutical

 

Ophthalmic Optician, Dispensing Optician, Registered Optician

General Optical Council

Bank, Banker, Banking Deposit

Bank of England

Red Cross, Anzac

Seek the advice of the Companies Registry

 

     Office

Insurance Broker, Assurance Broker,

Insurance Brokers Registration Council

Reinsurance Broker, Reassurance Broker

 

SOURCE: JORDANS COMPANY SECRETARIAL PRECEDENTS  

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What are the essentials needed to form a Limited Company?

A private limited company must have:

  1. At least one director and another person acting as company secretary

  2. One shareholder (subject to its Memorandum and Articles of Association)

  3. Registered Office situated in England and Wales or Scotland dependent on where the company is incorporated.

  4. The register of members, usually held within the Company Register. Companies House will assume this is held at the Registered Office, but must be notified if it is to be kept elsewhere.

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What is the minimum number of officers a company requires?

Every company must have formally appointed company officers at all times.

A private company must have at least:

  • One director

  • One secretary. A company’s sole director cannot also be the company secretary.

A public company must have at least:

  • Two directors

  • One secretary – formally qualified

After incorporation, you must tell Companies House about:

  • The appointment of a new officer – use Form 288a

  • An officer’s resignation from the company – use Form 288b

  • Changes in an officer’s name or address or any of the other details originally registered on Form 10 or previous 288a’s – use Form 288c.

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Can anyone be a company director or secretary?  

In general terms, yes, but there are some rules.  You can’t be a company director if:

  • You are an undischarged bankrupt or disqualified by a court from holding a directorship, unless given leave to act in respect of a particular company or companies.

  • In the case of PLCs or their subsidiaries, you are over 70 years of age or reach 70 years of age while in office, unless you are appointed or re-appointed by resolution of the company in general meeting of which special notice has been given.

There is no minimum age limit in the Companies Act for a director to be appointed in England and Wales.  However, he or she must be able to consent to their own appointment.  You should seek legal advice if you intend to have a very young person as a director of your company.

The Company Secretary does not require any formal qualifications. A person can act as both Company Secretary and Director but you will be required to have a minimum of one other director.

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What is a registered office?

It is the address of a company to which Companies House letters and reminders will be sent.  Every company is required to have a registered office situated in that part of the United Kingdom in which it is registered.

The registered office must always be an effective address for delivering documents to the company, and to avoid delays it is important that all correspondence sent to this address is dealt with promptly.  If a company changes it registered office address after incorporation, the new address must be notified to Companies House on Form 287.

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What is the memorandum and articles of association?

Although these documents are usually referred to collectively, they are two separate documents, which between them set out the constitution of the company.

The memorandum document sets out:

  • The company’s name,

  • Where the registered office of the company is situated (in England, Wales or Scotland); and

  • What it will do (its objects).  The object of a company may simply be to carry on business as a general commercial company.

Other clauses to be included in the memorandum depend on the type of company being incorporated.  The form of memorandum for each type of company is set out in  a set of tables called The Companies (Tables A to F) Regulations, 1985.   The company’s memorandum delivered to the Registrar must be signed by each subscriber in front of a witness who must attest the signature.

The articles of association sets out the rules for the running of the company’s internal affairs.

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What is Share Capital?

The authorised share capital is a pool of shares available to be issued as your company grows.  The share amount is the share capital divided by the share amount.  The issued share capital is the amount of shares that the shareholders have taken.  For example you can have an authorised share capital of 2,000 and a share value of £1 each but only issue 1 share, thus leaving 1999 shares available to be issued whenever they are required.

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On which documents must the company name be shown?

The company must state its name, in legible lettering, on the following:

  • All the company’s business letters;

  • All its notices and other official publications;

  • All bills of exchange, promissory notes, endorsements, cheques and orders for money or goods purporting to be signed by, or on behalf of, the company;

  • All its bills of parcels, invoices, receipts and letters of credit.

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What do I have to show on my Company Stationery?

The requirement to state the company’s name in legible characters applies to all business letters.  If the company uses a trade or business name, its full registered name must still appear on all stationery.

Apart from the company’s name, the stationery must also show the company’s place (ie country) of registration, its registered number and the address of its registered office.  If the company is registered for VAT, its VAT registration number must be shown on VAT invoices and receipts.

An investment company (as defined by s 266) must state this fact on its stationery, and a company which is exempt from using the word ‘Limited’ as the last word of its name must state that it is a limited company.

A company which is a registered charity must state the fact on its notepaper and other documents, if such is not apparent from its name.

If any reference is made to the company’s share capital, it must be paid up share capital.

There is no requirement to state the names of the directors, but if any are named (other than as signatory to a letter) they must all be named.

Specimen Company Notepaper

 

reg-it

9 Abbey Square   Chester   CH1 2HU

Telephone 01244 321 421

 

 

 

 

 

 

 

 

 

Regit Limited

Registered office: 9 Abbey Square   Chester   CH1 2HU

Registered in England and Wales No 1234567

VAT Reg. No. 100:100:100

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Where must the company name be displayed?

Every company must paint of affix its name on the outside of every office or place in which its business is carried on – even if it is a director’s home.  The name must be kept painted or affixed and it must be both conspicuous and legible.

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Why have a Limited Company?

Having a limited company has a number of advantages:

Being a limited company means that no other limited company can use its exact title (this does not include a right to the domain name or stop someone “trading as” without the use of limited at the end of the name.)

A limited company is what it says it is, a company limited by shares and is an entity in its own right, unlike a partnership or sole trader, where the liability is unlimited, meaning that they are personally responsible for their actions and can be sued accordingly.  A limited company is an entity in its own right and can therefore enter into contracts in its own name, sue and be sued in its own name and buy, sell and lease property in its own name.

Tax bills and National Insurance liabilities can be reduced by calculating your remuneration.

The memorandum and articles of association will clearly define its powers and regulations and those of the directors.

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THE NEW COMPANY LOOKING FORWARD

What information does Companies House require?

Company directors have a personal responsibility for making information about the capital structure, management and activities of their companies available both to the members of the company and to the general public.

For companies with limited liability, this will include accounts. 

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What period should the accounts cover?

A company’s first accounts must start on the day of incorporation.  The first financial year must end on the ‘accounting reference date’ or a date up to seven days either side of the date.  Subsequent accounts start on the day following the year-end date of the previous accounts.  They end on the next ‘accounting reference date’ or a date up to seven days either side.

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How is the accounting reference date set?

The accounting reference date is the date in each year to which accounts will be drawn up.  The date depends on the date of incorporation as it is the last day of the month in which the anniversary of incorporation falls.  For example, if your company is incorporated on 2 July this year, the accounting reference date will be 31 July, and its first financial year must end on 31 July next year (or within seven days of that date).

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Can the accounting reference date be changed?

Yes.  You may change it by sending Form 225 to the Registrar.  You must do this during the accounting period affected by the change or during the period allowed for delivering the associated accounts to Companies House.

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How long do I have to deliver accounts?

The first accounts of a private company must be delivered:

  • Within 10 months of the end of the accounting reference period; or

  • If the accounting reference period is more than 12 months, within 22 months of the date of incorporation, or three months from the end of the accounting reference period, whichever is longer.

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What else must I tell Companies House?

  • Changes of director(s) and secretary, within 14 days.  For:
    Appointments     use Form 288a
    Resignations use Form 288b
    Change of personal details use Form 288c
  • Details of new shares being allotted, within one month.  Use Form 88(2).
  • Any special or extraordinary resolutions and certain types of ordinary resolution, within 15 days of them being of them being passed by the company.  There is no special form and if you require further information please contact us.
  • Details of any mortgage or charge created by the company, within 21 days.
  • A change of registered office, within 14 days.  Use Form 287.  The change becomes legally effective only when Companies House have registered the form.

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What about annual returns?

Every company must deliver an annual return to Companies House at least once every 12 months.  It has 28 days from the date to which the return is made up to do this.

To help you meet this filing requirement, Companies House send a pre-printed 'shuttle' form to your registered office a few weeks before the anniversary of incorporation.  This will show the information that you have already given them.

All you have to do is:

  • Check that the details are still correct;

  • Amend any that are not; and

  • Send the form back, signed and dated, within 28 days of the date of the return which is shown on the front of the form.

There is a filing fee of £15.00 which must be sent along with the annual return.

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What does Companies House do with the information my company sends?

They must make the information they hold about registered companies available to anyone who wants to see it.  So the information you send will be added to your company’s record and will be available for public inspection.

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What happens if I don’t send the information to Companies House on time?

It is easy to lose confidence in a company that doesn’t meet its legal obligations.  If you don’t tell Companies House about your company’s financial state on time, and you don’t send in details of changes. Anyone wanting to do business with you will not have access to the most up-to-date information about your company.  It could cause trading problems or affect your company’s credit rating.  It could even stop a potential investor from putting money into your company, or prevent you from getting a loan when you need it.

If your accounts are delivered late, there is an automatic penalty.  This is between £100 and £1,000 for a private company. 

In addition, directors may be prosecuted for not filing certain documents.  If convicted, they will have a criminal record and be liable for a fine of up to £5,000 for each offence.  In some cases, they could also be disqualified from being a company director or taking part in the management of a company for up to five years.

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What if the company doesn’t take-off or I no longer need it?

Private companies that have not traded or otherwise carried on business for at least three months may apply to the Registrar to be struck off the register. 

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If you would like to print out this help guide you can
download the documents if you CLICK HERE.

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