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Set Up a Private Limited Company

Find out how to set up a Private Limited Company to run your business, including registering the company, appointing directors and company secretaries and issuing your first shares.


Overview
 

To set up a private limited company you need to register with Companies House. This is known as ‘incorporation’. You need:

  • a company name - there are rules on what it can and can’t include
  • an address for the company
  • at least one director
  • at least one shareholder
  • the agreement of all initial shareholders (‘subscribers’) to create the company - known as a ‘memorandum of association’
  • details of the company’s shares and the rights attached to them - known as a ‘statement of capital’
  • written rules about how the company is run - known as ‘articles of association’

Once the company is registered you’ll get a ‘Certificate of Incorporation’. This confirms the company legally exists and shows the company number and date of formation.

How to register

You can register online with Companies House if your company:

  • is limited by shares
  • uses standard articles of association (known as ‘model articles’)

Otherwise, you must use a different method of registration.

Register for Corporation Tax

Your company will also need to register for Corporation Tax within 3 months of starting to do business.

Register your company
 

You can register your company:

  • online - as long as the company is limited by shares and uses standard articles of association (known as ‘model articles’)
  • by post using form IN01
  • using an agent
  • using third-party software
If your company’s based overseas, contact UK Trade and Investment (UKTI) for advice.

Fees and how long it takes

Online applications are usually registered within 24 hours and cost £15 (paid by debit or credit card or Paypal).

Postal applications take 8 to 10 days and cost £40 (paid by cheque made out to ‘Companies House’).

There’s a same day service costing £100. You must get your application to Companies House by 3pm. Your envelope (and any courier’s envelope) must be marked ‘same day service’ in the top left-hand corner.

Where to send your form

Send paper applications to the address on the form.

Company address
 

Your registered office address is where official communications will be sent, eg letters from Companies House and HM Revenue and Customs (HMRC).

The address must be:

  • a physical address
  • in the same country that your company is registered in, eg a company registered in Scotland must have a registered address in Scotland

You can use a PO Box but must include a physical address and postcode after the PO Box number.

You can use your home address or the address of the person who will manage your Corporation Tax if these addresses meet the rules above.

Your company address will be publicly available on the register.

Appoint directors and company secretaries
 

Your company must have at least one director. Directors are legally responsible for running the company and making sure company accounts and reports are done properly.

A director must be 16 or over and not be disqualified from being a director.

Another company can be a director, but at least one of your company’s directors must be a person.

Directors’ names and addresses are publicly available from Companies House. You can stop your address from appearing on the register if you or your family are at risk of abuse or harm because of your company’s work.

Company secretaries

You don’t need a company secretary for a private limited company. Some companies use them to take on some of the director’s responsibilities.

The company secretary can be a director but can’t be:

  • the company’s auditor
  • an ‘undischarged bankrupt’ - unless they have permission from the court

The restrictions placed on a person when they’re made bankrupt usually end when they’re free from their debts (known as ‘discharged’). You can check if someone has been discharged using the Insolvency Register.

Even if you have a company secretary, the directors are legally responsible for the company.

Shares and shareholders
 

A company limited by shares must have at least one shareholder, which can be a director. There’s no maximum number of shareholders.

Shareholders are owners of the company and they have certain rights, eg directors may need shareholders to vote and agree changes to the company.

Issuing your initial shares

When you register a company you’ll need to make a ‘statement of capital’. This includes:

  • the number of shares of each type the company has and their total value - known as the company’s ‘share capital’
  • the names and addresses of all shareholders - known as ‘subscribers’ or ‘members’
Example

A company that issues 500 shares at £1 each has a share capital of £500.

Prescribed particulars

Your statement of capital also contains information about shares known as ‘prescribed particulars’.

Your prescribed particulars say what rights each type (known as ‘class’) of share gives the shareholder, and must include:

  • what share of dividends they get
  • whether they can exchange (‘redeem’) their shares for money
  • whether they can vote on certain company matters
  • how many votes they get

Memorandum and articles of association
 

When you register your company you need:

  • a ‘memorandum of association’ - a legal statement signed by all initial shareholders agreeing to form the company
  • ‘articles of association’ - written rules about running the company agreed by the shareholders, directors and the company secretary

Memorandum of association

The exact wording of the statement can’t be changed. Use a memorandum of association template to make sure your document is valid.

Articles of association

Most companies use standard articles (known as ‘model articles’). You can download model articles for a company limited by shares or a company limited by guarantee.

You can write your own articles but if you do, you can’t register your company online.

Community interest companies

You can’t use limited company model articles if you’re setting up a community interest company (CIC).

Use the CIC regulator’s model constitutions instead.

Register for Corporation Tax
 

After you’ve registered your company with Companies House, you’ll need to register it for Corporation Tax.

When to register

Register for tax within 3 months of starting to do business. ‘Doing business’ includes buying, selling, employing someone, advertising, renting a property or certain other activities.

You may get a penalty if you register late.

How to register

You’ll first need your company’s 10-digit Unique Taxpayer Reference (UTR). This is posted to your company address by HM Revenue and Customs (HMRC), usually within a few days of the company being registered with Companies House (incorporated).

You then register for Corporation Tax online.

Information you’ll need

When registering, you’ll need to tell HMRC:

  • your company’s registration number
  • the date you started to do business (your company’s first accounting period will start date from this date)
  • the date your annual accounts are made up to

What happens next

Once you’ve registered for Corporation Tax, you’ll be able to sign in and report it in your Company Tax Return.

HMRC will also tell you the deadline for paying Corporation Tax.

If you didn’t get a UTR

Call the helpline if you didn’t get a UTR after registering your company. HMRC will send you it by post - they can’t tell you it over the phone.

Finding your UTR in future

Your 10-digit UTR will be on all letters from HMRC and within online services (in the top-right corner after you sign in). You need it:

  • if you contact HMRC about Corporation Tax
  • to send your Company Tax Return using commercial software

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5 results found 
Huddersfield chartered accountants play ball to raise money for charity

Monday 09 October 2017

Huddersfield-based firm Crowther Chartered Accountants held a social event at Huddersfield Lawn Tennis Club (HTLC) last month (Friday 29th September) to raise money for Forget Me Not Children’s Hospice and Macmillan Coffee Morning. Rallying together clients, business associates, partners and contacts, the day raised £840 from donations, a raffle and advertising opportunities. Commencing at 11.30am with coffee, attendees of all skill levels were then invited to play doubles tennis against each other, in a bid to clinch the ‘most outstanding player’ accolade. Other awards included ‘hardest working’, ‘noisiest’ and ‘smartest dressed’ players, to name a few. The full-day event marked one month since the appointment of business development manager David Busfield from HSBC. Michelle Crowther, business development director, said: “This was a really fun way to introduce David to our connections, socialise with new and existing associates and finish off the last of summer, while raising money for these fantastic charities. “Last year we also sponsored Kirklees and Calderdale Charity Lunch (KACCL) — the group which raises valuable funds for Forget Me Not Children’s Hospice. This event was another way for us to support them. And what better way to bring people together than on a tennis court with some food and fun games!” Jeremy Mills of Riley Dunn & Wilson clinched the top prize of best tennis player, with Crowther Accountants’ Kristian Lee taking second place. Tim Grimshaw — a business banking manager at HSBC — won ‘best entertainer’, after he dislocated his shoulder within five minutes of play. Jess Lees, corporate fundraiser at Forget Me Not Children’s Hospice said: “We are delighted that Crowther Accountants continually chooses to support our hospice. “They are a long-standing supporter of our charity and help to not only raise funds, but also awareness of the hospice across Huddersfield and Kirklees. We really value what they do for us!” Crowther Chartered Accountants provides accountancy, taxation and bookkeeping support to over 600 clients across Yorkshire and the rest of the UK. The firm has also just announced the recruitment of a business administration apprentice and an account manager.
Posted by Byram, Amy
Leading Huddersfield accountancy practice invites local businesses to get their thinking caps on for charity

Wednesday 06 September 2017

Sheards Annual Quiz Night Returns to raise funds for Kirkwood Hospice Sheards Accountancy’s annual quiz night is set to return on Thursday 12th October. Once again, the Sheards quiz master, Kevin Sanders, will create a brain-teasing quiz which will test the general knowledge of all those attending the event. The event will be in aid of local charity, Kirkwood Hospice, and will be held at the Waterloo Suite at Huddersfield RUFC from 6:30pm. Last year, thanks to the generosity and support from the local businesses that took part, over £740 was raised for The Town Foundation. Entry costs £50 for a team of 4 and will include a hot supper. There will also be a raffle on the evening to help raise more money for the fantastic work carried out by Kirkwood Hospice. Raffle donations are welcome. Kevin Winterburn, Director of Sheards Accountancy commented: “Our charity quiz night has become a popular event in the local business calendar and we are delighted to be able to host it once again this year. It will be our second fundraising event for Kirkwood Hospice, and we hope it will contribute to reaching our fundraising goal for this fantastic charity. We look forward to welcoming local businesses in what will surely be a night to remember." To book your place, please email Kevin Winterburn: kevinw@sheards.co.uk
Posted by Sheards Accountancy Ltd
Batley based haulage and storage companies bought out of administration

Friday 18 August 2017

Batley-based haulage solutions and storage companies have been acquired out of administration securing all 15 jobs. Charles Brook and Allan Cadman, insolvency practitioner partners at Poppleton & Appleby were appointed as the joint administrators of both companies on 10th August 2017. CIS Industrial Ltd and CIS Industrial Hire & Sales Ltd, both family businesses, have operated side by side dating back to the 1980s. They offer haulage solutions and storage facilities serving customers both locally and nationally from their premises in Birstall, Batley. Both Companies had suffered cash-flow difficulties in part caused by restrictive historic finance issues to the point where the companies were under imminent threat of being wound up through the Courts by HM Revenue & Customs. Immediately following Poppleton & Appleby’s appointment, the Joint Administrators undertook a ‘Pre pack’ sale of the business and assets of both companies, where the purchasers are the existing family management team. The deal saved the jobs of the workforce in its entirety and ensured the continuity of supply to their customer base. Joint Administrator, Allan Cadman, said “It is gratifying to be involved in such a matter particularly in a week where there has been a media spotlight on family-owned and run businesses. The deal not only saves the jobs of 15 people in the locality but provides continuity for customers and new opportunities for suppliers. The deal will ensure that the creditors’ position will be enhanced through this process as opposed to the winding up and shut down position which was narrowly avoided.”
Posted by Poppleton & Appleby Northern
Huddersfield-based Crowther Accountants strengthens management team with recruit from HSBC

Monday 14 August 2017

A former HSBC senior commercial banking manager has been appointed by Huddersfield-based Crowther Accountants as its new business development manager. David Busfield joins the firm’s 20-strong team with over 40 years’ experience in the banking industry. His role will see him generating new opportunities, working with existing relationships and managing sales activities. Starting his career with Midland Bank in 1976 — more latterly HSBC Group — he initially worked in the retail banking sector before moving into the commercial and corporate environment over 20 years ago. His career has seen him work in various roles, before being appointed to the senior commercial role five years ago. Throughout this time, he’s supported a wide variety of SME’s and corporate clients, covering both West and South Yorkshire. Whilst this is a new role created within the firm for David, he’s been an associate of Crowther Accountants for many years. He said: “In the past we’ve shared some of the same customers and I’ve always been impressed with the way Crowther do things. The team is extremely proactive, on-the-ball and quick to spot opportunities for clients. “So when this new role became available and I saw their plans for growth, I decided that I wanted to be part of it. I’m excited to be joining such a great team.” And David’s diary is already filling up with opportunities for the Crowther team – among both new and existing clients. Next month, the firm is hosting a social event at Huddersfield Tennis Club for Crowther Accountants’ clients, partners and contacts, as well as some of David’s own business and professional connections. Michelle Crowther, the firm’s business development director, added: “We’ve always had a fantastic working relationship with David — it’s been built on mutual integrity and trust over a number of years. He’s a very well respected member of the Leeds and Huddersfield business community and we know that he’ll be a great ambassador for the firm. “We’re delighted that he has joined us and, in fact, he’s already proved to be a brilliant addition to our team! His experience of dealing with small and medium enterprises across the region will only add to our reputation of delivering a first-class service to our clients.” Crowther Chartered Accountants provides accountancy, taxation and bookkeeping support to over 600 clients across Yorkshire and the rest of the UK. The firm is also set to further expand its team and is currently looking to recruit an accounts manager and has recently filled various trainee positions within the firm.
Posted by Byram, Amy
ABL Business expands into North Yorkshire

Wednesday 21 June 2017

Yorkshire-based business support consultancy ABL Business Ltd are expanding their operations into North Yorkshire. The company, which offers commercial finance and marketing support to SMEs, has engaged Fraser Irvine as an Appointed Representative to cover the county. Based in Harrogate, Fraser will be operating across the area, offering a full mix of commercial finance services. He will assist SMEs in raising the funds they need to trade, grow or stabilise their business, using all the funding lines and capabilities of ABL Business. It marks the third recent growth for the Cleckheaton-based company, who recently set up a new office in Scotland with two representatives just over a year ago and expanded into the North East region in March this year. Fraser Irvine is an experienced Independent Commercial Finance Broker and joins the company with an extensive career in financing businesses under his belt. He has spent almost 30 years working with asset and cash flow funders, which gives him a deep understanding of the financial needs of an SME business. Fraser has worked with new start businesses, as well as more established companies, arranging funding facilities to suit individual needs. His interest in business finance has also enabled him to gain extensive experience in the Management Buy-out, Management Buy-in and transactional market as a whole. He said: “I have known ABL Business and its owners, Andy Redman and Alex Beardsley for many years and really like the independent and client-focussed approach they adopt, so I’m very excited that I’m now joining the team. “ABL Business has access to a vast range of funders, which means I will benefit from being able to offer clients financial solutions that are tailored to bespoke needs. I am keen to help clients from new starts to multi-million turnover businesses to grow and achieve their full potential.” ABL Business Ltd and their appointed representatives have access to over 70 funders, enabling them to find an appropriate solution, no matter what a client’s financial requirements may be. ABL Business Director Andy Redman said: “We’re delighted to welcome Fraser to the team. He has a wealth of experience, which he brings with him from the financial sector, and in business too. Fraser, with his connections and knowledge, will be a real asset to ABL Business and to companies across North Yorkshire. His appointment has enabled us to expand our reach into yet another area and help even more businesses find funding packages that suit their specific needs”.
Posted by ABL Business Ltd
5 results found 
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