Blog: Checklist: Setting Up a New Private Limited Company in the UK

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If you have decided to incorporate a company in the UK, or to purchase and tailor a “shelf company” – use this checklist to ensure you have all the information you need.

Company details

  • Date on which the company is to begin trading.
  • Proposed name of the company (NB: there are rules on what names can be used – see our article What Can You Call Your Company?).
    • Alternative name(s).
    • Whether a business name is to be used.
  • Where will the registered office of the company be? (NB: this can be anywhere within England, Wales, Scotland and Northern Ireland)

Share Capital

  • Amount in £’s (or other currency) of the initial issued share capital of the company and the denomination of each share (e.g. £100 divided into 100 shares of £1 each).
  • Details of each of the proposed shareholders of the company:
    • full name;
    • address;
    • number of shares to be held by each; and
    • if any shareholder is to be a nominee, the name of person on whose behalf the share(s) are to be held (NB: in circumstances where the shareholder does not want the shares to be held in their name)

Directors

  • The number of directors at incorporation (NB the minimum number is one director. There is no maximum number unless you decide to impose a maximum by adding a clause to the Articles of Association)
  • Details of each of the proposed first directors of the company:
    • full name (including all forenames in full);
    • any former names;
    • nationality;
    • usual residential address (NB: the directors do not need to be resident in the UK);
    • service address – can be the registered office;
    • business occupation (if any);
    • date of birth.

Company secretary

  • Details of any proposed secretary of the company (NB: this is optional for private limited companies):
    • full name (including all forenames in full);
    • any former names; and
    • service address – can be the registered office.

Auditor and accounts

  • Have you decided to appoint auditors at the outset? (NB: you do not need to appoint an auditor at the outset if the company’s turnover does not exceed £6.5m, the balance sheet does not total more than £3.26m and there are no more than 50 employees).
  • Details of any proposed auditors (in the UK) of the company:
    • name;
    • address; and
    • an individual in the firm who will primarily be responsible.
  • What is the company’s accounting reference date (i.e., yearend) to be?

[View source.]

DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

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