UK limited company (LTD)
- Can I choose any name I want for my company? The restrictions are that you cannot register the same name as another company; the use of certain words is restricted; and names likely to cause offence are not allowed. It is also important to check 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
- What is a registered office? The registered office is an address in England or Wales (or Scotland if your company is registered there) where documents can be delivered to the company. If a company changes its registered office address the new address must be notified to Companies House on Form 287.
- 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. You must tell Companies House about: the appointment of a new officer, an officer's resignation from the company, changes in an officer's name or address, or other details.
- Can anyone be a company director? You can't be a company director of a Limited Company 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; 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. In Scotland the director must be 0ver 16.
- 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 this 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.
- 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 2004, the accounting reference date will be 31 July. The first accounting reference date will be 31 July 2005 and the accounts for its first financial year must be filed by 2 May 2006.
- Can the accounting reference date be changed ? Yes. You may change it by sending Form 225 to the Registrar of Companies at Companies House. You must do this during the accounting period affected by the change or during the period allowed for delivering the associated accounts.
- 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.
- 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, they will 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 to 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 Â£15, which must be sent to them with the annual return.
- 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 Â£100 and Â£1,000 for a private company and between Â£500 and Â£5,000 for a PLC. 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 Â£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.
- 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. You need to file a 652a plus Â£10 filing fee to Companies House.
- What is a memorandum of association? This 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.
Our standard memorandum tries to cover most business types so you will be able to trade without restriction, however you should take professional advice if concerned. We provide both the articles of association and memorandum in electronic format so they are easy to amend if required at some point in the future.
The subscriber(s) will be added automatically at the time of formation. If FastTrack Registration is selected during the formation, the subscriber will be our nominee. If Detailed Registration is selected, the subscriber will be the subscriber you entered before formation from the pre-Registration pages of the admin section.
- What are the articles of association? This document sets out the rules for the running of the companies internal affairs.
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