Britvex UK · Company Formation & Business Services · Evergreen guide

By Britvex Advisory Editorial Team · Content reviewed 22 October 2026 · Permanent guide

At a glance: what does registering a UK limited company involve?

Registering a private limited company creates a separate legal entity. That entity can enter contracts, hold assets, hire people, and incur obligations in its own name. Incorporation is only the first milestone: founders must also decide who owns and controls the business, ensure Companies House identity checks are completed, choose suitable addresses, establish accounting records, and understand tax registrations and annual filing responsibilities.

The usual online Companies House incorporation fee is £100 as at this article’s review on 22 October 2026. GOV.UK says standard applications are usually processed within 24 hours, not that every application is guaranteed to be approved within a day. An application can take longer where the company name, identity checks, documents, or other details require review. Professional formation and address services are separate costs from the government fee.

1. Is a limited company the right structure?

A sole trader trades in their own name and generally has simpler administration but no separate corporate legal identity. A private limited company by shares belongs to shareholders and is run by directors; in normal circumstances shareholder liability is limited to unpaid share capital, but personal guarantees, misconduct, tax responsibilities and other exceptions can create personal exposure. A company limited by guarantee is more common where there are members rather than shares. Partnerships and limited liability partnerships have different governance and tax treatment.

It would be misleading to tell every founder that a limited company is automatically the cheapest or most tax-efficient option. Compare expected profits, salary and dividend plans, customers’ procurement requirements, financing, public disclosure, administration and the possibility of selling shares later. Contractors should also consider IR35 and employment-status issues rather than assuming incorporation changes their status. Britvex covers these questions within its company formation service and business advisory offering.

2. Choose a compliant company name

Search Companies House for existing names and check trade marks separately. A name may be unavailable or unsuitable even if a domain name is free. Names that are the same as, or too similar to, an existing registered name can be rejected; some sensitive words and expressions need approvals. The legal name is distinct from a trading name and a website domain. Make sure the name and trading description match the activity for which banking and customer due diligence will be carried out.

Founder action: shortlist two or three names; verify spelling, the intended company type, trademark exposure, and whether your future brand can grow without confusing customers.

3. Appoint directors and identify shareholders

Most private limited companies need at least one individual director who is at least 16. A company secretary is not generally required for a private limited company. Directors owe statutory duties and remain responsible for accounts, records and filings even where accountants or filing agents assist.

In a company limited by shares, the initial shareholders subscribe for shares. Ownership percentages depend on the number and rights of shares issued, not simply the number of directors. A person may be both director and shareholder, but these are legally different positions. Clarify decision-making, dividend rights, voting arrangements, transfer restrictions and what happens if a founder leaves. With multiple founders, consider a separate shareholders’ agreement and legal advice before issuing unusual classes of shares.

Worked shareholding example

A company issues 100 ordinary £1 shares: Alice subscribes for 60 and Bilal for 40. On that simple structure, Alice owns 60% of the issued ordinary shares and Bilal 40%. Their voting and dividend rights depend on the articles and share terms; the nominal £100 issued share capital does not indicate the company’s market value or cash reserves. Before filing, confirm whether each person is also a person with significant control (PSC).

4. Verify identity and identify people with significant control

Identity verification is central to the present Companies House framework. Proposed directors generally need Companies House personal codes when registering the company, and PSCs also have verification requirements. A PSC can be someone with more than 25% of shares or voting rights, among other forms of significant control. Someone with exactly 25% may not meet that ownership limb, but other control conditions can still apply.

Identity can be verified through the relevant GOV.UK route or through a registered Authorised Corporate Service Provider (ACSP). An ACSP cannot lawfully skip due-diligence checks or sell access to someone else’s verified identity. Keep personal codes and identification documents protected; do not publish them in the company’s website schema or routine invoices.

Britvex Advisory Ltd is an approved Companies House ACSP and supervised by HMRC for anti-money laundering. Its role in any engagement depends on the agreed service and lawful client checks. See Companies House guidance on ACSP verification and Britvex’s regulatory information.

5. Select an appropriate registered office and registered email

A UK limited company must provide an appropriate physical registered office address in the part of the UK in which it is incorporated. A standard PO Box alone is not an acceptable substitute. The address must be one where deliveries are likely to come to the attention of someone acting for the company and delivery can be recorded or acknowledged appropriately. Companies House also requires a registered email address; it is not displayed publicly in the same way as the registered office.

A registered office, a director’s service address and a trading address are not interchangeable concepts. The registered office is on the public register. A director’s service address is normally public, while the residential address is subject to separate disclosure rules and protections. A serviced office or virtual address may be used where it meets the applicable requirements and the provider is authorised to receive post for the company.

Do not assume that buying a UK registered-office service proves the company has a UK permanent establishment for VAT, immigration, banking or corporation-tax purposes. Overseas founders should assess management and control, economic substance and actual operations separately. See Britvex virtual-office services and overseas-founder support.

6. Prepare incorporation documents and SIC codes

Companies House requires the company name, address, director and shareholder information, PSC details, share capital information where relevant, a registered email and SIC codes describing the company’s intended activities. The memorandum of association records the founders’ agreement to form the company; the articles of association provide its internal rules. Standard model articles are common for straightforward companies, while investors or unusual governance arrangements may justify tailored legal documents.

Avoid arbitrary SIC codes selected only to fit a bank’s expectations. They should describe what the company actually does or is proposing to do and be updated when necessary. Prepare identification and beneficial-ownership information early, especially when directors or shareholders are overseas or where ownership involves several corporate layers.

7. How much does it cost to register?

Fees checked against current Companies House/GOV.UK guidance on 22 October 2026 and may change. A professional quote should identify what it includes; no agent fee is implied by the statutory fee shown.

8. Submit the application and review the certificate

Once the company’s information and documents are complete, submit the incorporation through the chosen official or authorised route. Review the name, company number, registered office, initial directors, shareholders and PSC entries on the certificate and Companies House record. Keep copies of the incorporation documents, share records, identity verification confirmations and service agreements securely.

A certificate establishes the company’s legal existence. It does not establish that it has HMRC VAT registration, banking facilities, immigration sponsorship approval, industry authorisations, insurance or a licence for regulated activity. Treat those as separate workstreams.

9. Register for tax and set up accurate accounting from day one

Companies House formation may connect to Corporation Tax registration, but directors must still ensure that HMRC has the correct accounting and trading information, including when the company becomes active. If needed, tell HMRC within three months of starting business activity. You will generally need a company UTR for Corporation Tax administration. Keep the company calendar distinct from the director’s personal Self Assessment obligations.

VAT depends on the applicable registration tests, including the rolling 12-month taxable turnover threshold and a forward-looking 30-day test; the current £90,000 threshold is a trigger, not permission to ignore taxable sales until the year ends. PAYE needs consideration before paying employees or a remunerated director. A business paying subcontractors for qualifying construction work should assess CIS obligations. Learn more through Britvex VAT guidance, accountancy services and Corporation Tax services.

From the outset, maintain a separate company ledger and reliable evidence for bank transactions, invoices, payroll, expenses, stock, loans and capital. Not every payment to a director is salary or a dividend: record director’s loan transactions distinctly and approve distributions correctly.

10. Can an overseas founder register a UK company?

There is no general requirement for all directors or shareholders of an ordinary UK private company to be UK citizens or live in the UK. However, the company still needs an appropriate registered office, accurate PSC disclosure and identity verification; practical restrictions can arise around banking, regulated business, tax residence, payment processing and cross-border work. The place of incorporation does not, on its own, settle all questions about tax residence or management and control.

Before signing a formation instruction, document the founder’s residence, ownership chain, source of funds, planned trading location, expected customers and whether a UK branch, subsidiary, employer or holding company genuinely fits the business plan. Britvex offers UK market-entry support alongside company formation, subject to checks and an agreed scope.

11. What must a new director file after formation?

The first compliance year is where many otherwise straightforward registrations become expensive. The company may need:

• Annual accounts filed with Companies House, including where the company has not traded; the first deadline differs from later years and depends on the accounting period.
• A Company Tax Return (CT600) if required by HMRC, generally due 12 months after the relevant Corporation Tax accounting period.
• Corporation Tax payment where due, generally nine months and one day after the accounting period for most non-large companies.
• A confirmation statement every review cycle, normally within 14 days after the review period ends, even if the information has not changed.
• Separate filings when company details change, plus ongoing record-keeping, identity-verification and applicable PAYE, VAT or sector obligations.

For an accessible explanation of the connected year-end process, see Britvex’s annual accounts service and company compliance service.

12. The first-30-days practical checklist

Warning: these are organisational milestones, not alternative statutory deadlines. Some notifications must occur earlier, and not every registration is mandatory for every company.

13. Common incorporation mistakes and how to avoid them

A rushed filing frequently creates more work than it saves. Typical problems include selecting a company name without checking trade marks, allocating shares without an ownership agreement, using an address that cannot receive statutory post, confusing company registration with permission to trade in a regulated sector, relying on an unverified personal code, treating money withdrawn by a director as automatic dividends, and forgetting to begin bookkeeping until the first year-end.

A well-prepared formation packs these risks into one ownership-and-compliance worksheet before registration. Founders should know who controls the company, where documents will arrive, who maintains accounting records, who signs annual accounts, and when the first tax and Companies House obligations fall due.

14. How Britvex supports company formation and the first year

Britvex can help with appropriate formation planning, Companies House paperwork and identity-verification services within its approved ACSP scope, registered-office considerations, bookkeeping onboarding, and a compliance schedule. Work is scoped in advance: professional support does not remove the directors’ statutory responsibilities or guarantee a bank account, approval time or tax outcome.

Review the UK limited-company formation service, business services, or contact Britvex at info@britvex.co.uk or +44 20 3758 7500. Existing clients can use the Britvex Client Portal for login, documents and support.

Published for UK readers by Britvex Advisory Ltd · Company 16133503 · ACSP approved · HMRC AML supervised · ICO registered. General information only; individual circumstances require tailored advice.