Are you ready to take the plunge and start your own business? One of the first steps you’ll need to take is registering with Companies House. This is a crucial step that formalises your business and allows you to operate legally in the UK.
In this comprehensive guide, we’ll walk you through the process of registering with Companies House, step-by-step. From understanding the requirements and eligibility criteria to completing the necessary paperwork, we’ve got you covered.
Whether you’re setting up a limited company, a partnership, or even a sole trader, registering with Companies House is a vital part of the process. It not only establishes your business as a legal entity but also provides credibility and transparency to your operations.
So, if you’re ready to get started on your entrepreneurial journey, let’s dive into the world of Companies House registration and get your business off to a solid start.
Who Needs to Register with Companies House?
Companies House is responsible for the approval of the incorporation of limited companies in the United Kingdom. Businesses can register online, by post or through a company formations agency. However, not all businesses need to register with Companies House, as the organisation only deals with limited companies. Self-employed sole traders, for example, are not required to register.
The types of businesses that do need to register with Companies House include:
Private limited companies: Private limited companies are the most common business structure in the UK. They are owned by private shareholders and their shares cannot be traded on a public stock exchange.
Private unlimited companies: Private unlimited companies are similar to private limited companies, but the owners have unlimited liability, meaning they are personally responsible for the company’s debts.
Public limited companies: Public limited companies are companies that can offer shares to the general public and have their shares traded on a stock exchange.
Limited liability partnerships: Limited liability partnerships (LLPs) are a hybrid business structure that combines elements of a partnership and a limited company. LLP members have limited liability for the company’s debts.
Limited partnerships: Limited partnerships have at least one general partner with unlimited liability and at least one limited partner with limited liability.
International companies: Overseas companies that establish a UK presence, such as a branch or place of business, must also register with Companies House.
How to Register with Companies House?
Registering with Companies House is a relatively straightforward process, but it’s been divided into several steps to make it even more user-friendly. Let’s explore each step in detail:
Step 1 – Determine if a Limited Company is Right for You
It’s worth taking the time to ensure that setting up a limited company is the best choice for your business. The structure of your company can significantly impact how you pay taxes and the funding options available to you. If you’re unsure whether a limited company is the right fit, you may want to consider becoming a sole trader, a business partnership, a social enterprise, or an unincorporated association instead.
Step 2 – Choose or Check Your Business Name
Once you’ve decided on the structure of your business, you’ll need to choose a name. If you already have a business name in mind, you’ll have to check that it doesn’t violate any rules, such as being the same as an already registered business or being offensive/inappropriate.
Step 3 – Pick Your Company Directors and Secretary
To register your company, you’ll need to appoint at least one director. While not a legal requirement for registration, it’s also a good idea to appoint a company secretary. Directors are responsible for maintaining company records, filing tax returns and accounts, paying Corporation Tax, and ensuring the company follows its rules. A company secretary helps the business remain compliant with the Companies Act.
Step 4 – Choose Your Shareholders or Guarantors
To register your business with Companies House, you’ll need to choose at least one shareholder or guarantor. Shareholders are the owners of a company limited by its shares, while guarantors are the owners of a company limited by guarantee.
Step 5 – Prepare Documents for Running Your Company
To get your business registered, you’ll need to produce both a memorandum and articles of association. The memorandum contains the names of subscribers (the founders and shareholders), while the articles of association set out the rules for managing the company.
| Step | Description |
| Step 1 |
Determine if a limited company is right for you
|
| Step 2 | Choose/check your business name |
| Step 3 | Pick your company directors and secretary |
| Step 4 | Choose your shareholders or guarantors |
| Step 5 |
Prepare documents (memorandum and articles of association)
|
Important Documents for Companies House Registration
To successfully register your business with Companies House, you’ll need to prepare two crucial documents: the memorandum of association and the articles of association.
Memorandum of Association
The memorandum of association contains the names of the company’s founding subscribers, who are the initial shareholders or guarantors. This document follows a government-supplied template and must include details such as the company name, incorporation date, company type, the legal act under which the company is registered, the subscribers’ names and signatures, and information about the limited liability of shareholders and guarantors.
Articles of Association
The articles of association set out the rules that will govern how the company is managed. This typically includes details about the distribution of shares and dividends, the capitalisation of profits, voting rights, the responsibilities and powers of directors, as well as provisions for indemnity and insurance. While the articles of association aren’t permanent, any changes made to them must be reported to Companies House.
| Document | Purpose |
|---|---|
| Memorandum of Association | Outlines the company’s founding details, including the names of initial subscribers, the company type, and details about limited liability. |
| Articles of Association | Sets out the rules and procedures for managing the company, such as share distribution, voting rights, and directors’ responsibilities. |
These company formation documents are essential for registering your business with the UK’s official registrar, Companies House. By preparing and submitting these documents, you’ll be taking a crucial step towards establishing your company in accordance with UK law.
Records You Need to Keep
Limited companies in the United Kingdom are legally required to maintain certain records. These can be categorised into two main groups: company records and financial and accounting records.
Company Records
Your company records must include details of directors, shareholders and secretaries, shareholder vote results and resolutions, loan repayment promises and their recipients, promises of payments if something goes wrong and the company is at fault, transaction history of shares, and any loan and mortgage that is secured against company assets.
Financial and Accounting Records
Your financial and accounting records must include all money spent and received (including grants), asset details, all debts that the company owes, any stock the company owns at the end of the financial year, stocktakings, and records of bought and sold goods and who they were sold to (except retail). Maintaining these accounting records for limited companies diligently is crucial, as failure to do so can result in a fine of £3000 from HMRC and even disqualification as a company director.
| Record Type | Requirements |
|---|---|
| Company Records |
|
| Financial and Accounting Records |
|
Cost of Registering with Companies House
The cost of registering your business with Companies House varies depending on the method you choose to submit your application. Additionally, the fees can differ if you complete the process yourself or utilise the services of a company formations agent.
If you opt to handle the registration process on your own, it will cost £12 to file online, which can be paid by debit or credit card. This online application typically takes 24 hours to process. However, if you prefer to apply by post, the fee increases to £40, though the processing time can take up to 10 days.
For those in a hurry to have their application registered on the same day, the cost rises to £100, but you’ll need to ensure your application is submitted by 3 pm.
| Filing Method | Cost | Processing Time |
|---|---|---|
| Online | £12 | 24 hours |
| By Post | £40 | Up to 10 days |
| Same-Day Registration | £100 | Same day (if submitted by 3 pm) |
Regardless of the method you choose, the cost of registering a company with Companies House in the UK can vary, but the convenience and speed of online filing make it a popular option for many businesses.
Record-Keeping and Filing Obligations with Companies House
Once registered with Companies House, you have certain record-keeping and filing obligations. As a company, it is important to maintain accurate records and file the necessary documents to comply with legal requirements. Let’s take a look at the key obligations:
1. Company Records
You must keep comprehensive records of your company, which include details of directors, shareholders, and secretaries. These records provide transparency and accountability for your company’s structure and decision-making processes. Additionally, you should keep a record of shareholder vote results and resolutions to document important decisions made by your company.
2. Financial and Accounting Records
It is imperative to maintain detailed financial and accounting records for your company. These records should include information on money spent and received, assets owned, debts owed, and stock inventory. By keeping accurate financial records, you can monitor your company’s financial health, track income and expenses, and comply with tax obligations.
3. Minimum Record-Keeping Period
According to Companies House regulations, all records must be kept for a minimum of six years. This timeframe ensures that historical information can be accessed if needed, such as during audits or legal proceedings.
4. Annual Filings
As part of the ongoing obligations, you must file annual accounts and a confirmation statement with Companies House. The annual accounts provide a financial snapshot of your company’s activities, including profit and loss statements, balance sheets, and cash flow statements. The confirmation statement verifies and updates key company information, such as registered office address, directors, shareholders, and the company’s legal structure.
Adhering to these record-keeping and filing obligations is essential for maintaining compliance and transparency in your company’s operations. It ensures that you meet legal requirements and provides a comprehensive overview of your company’s financial health and governance.
Changes and Updates with Companies House
If your company undergoes any changes, such as alterations to directors, the registered office address, or share capital, it is essential to update this information with Companies House promptly. Keeping your company’s details up to date ensures compliance with the law and maintains accurate records.
One method of updating your company information is through online submission or by filing the appropriate forms. Companies House provides a user-friendly online platform that allows you to make changes efficiently. Alternatively, you can submit the necessary forms by post.
Moreover, it is vital to notify Companies House of any modifications to your company’s PSC (persons with significant control) information. These changes include any alterations to individuals or legal entities with significant control or influence over your company’s activities.
By promptly informing Companies House of changes and updates, you ensure the accuracy and legality of your company’s records.
Types of Changes and Required Actions
| Type of Change | Required Action |
|---|---|
| Change in Directors | Update the director’s details on the Companies House website or submit the appropriate forms by post. |
| Change in Registered Office Address | Update the new registered office address on the Companies House website or submit the appropriate forms by post. |
| Change in Share Capital | Update the share capital details on the Companies House website or submit the appropriate forms by post. |
| Change in PSC Information | Notify Companies House of any changes to the persons with significant control over your company’s activities. |
Keeping your company’s information accurate and up to date is crucial for maintaining compliance and ensuring trust among customers, stakeholders, and regulatory bodies.
Conclusion
Registering with Companies House is a crucial step for limited companies in the UK. By following the step-by-step guide and meeting the registration requirements, you can establish your company legally and ensure compliance with Companies House regulations. Keeping accurate records, filing annual accounts and a confirmation statement, and promptly notifying Companies House of any changes to your company’s details are essential for maintaining your company’s status.
By adhering to these guidelines, you can successfully register and manage your company with Companies House, ensuring that it operates within the legal framework and maintains accurate records. Registering with Companies House not only establishes your company’s legality but also enhances its credibility and transparency, which can be beneficial for future partnerships, funding opportunities, and business growth.
Remember, compliance with the regulations set by Companies House is an ongoing commitment. By staying updated with any changes in requirements and promptly fulfilling your obligations, you can effectively manage your company’s relationship with Companies House and focus on your core business activities.
FAQs
Do all businesses need to register with Companies House?
No, Companies House only deals with limited companies. If your business is a private limited company, private unlimited company, public limited company, limited liability partnership, limited partnership, or international company, you will need to register with Companies House.
What are the record-keeping and filing obligations with Companies House?
As a registered company, you must keep records of directors, shareholders, secretaries, shareholder votes, resolutions, and financial transactions for at least six years. You also need to file annual accounts and a confirmation statement with Companies House.
How do I make changes or updates to my company’s information with Companies House?
You can update information such as directors, registered office address, share capital, and PSC (persons with significant control) information online or by filing the appropriate forms. It is important to keep your company’s details up to date with Companies House.
Do I need to register with Companies House?
Generally, if you are starting a company in the UK, you are required to register with Companies House under the Companies Act. This registration process provides legal recognition for your business entity.
How long does it take to register a company on Companies House?**
The time taken to register a company on Companies House may vary but typically ranges from a few hours to a few days, depending on factors such as the accuracy of information provided and the current workload of Companies House.
How to register a privately owned company?
To register a privately owned company, you need to decide on a company name, prepare necessary documents, appoint company directors and a company secretary (if required), and submit the registration application, known as Form IN01, along with the required fee to Companies House.
Do small businesses need to be registered?
Small businesses in the UK are often required to register with Companies House if they operate as limited companies. Sole traders and partnerships have different registration requirements based on their business structures.
Can you register a company for free?
While there may be some services that offer free company registration, the official registration process with Companies House typically requires payment of a fee. However, the cost of registering a company is relatively affordable and varies based on the type of registration and services required.