After registering a UK limited company, you will normally receive a certificate of incorporation and have access to the company’s memorandum, articles of association and incorporation details.

Other important items, including the company’s Corporation Tax Unique Taxpayer Reference and Companies House authentication code, may arrive separately after incorporation.

Some records, such as share certificates and the register of members, are not automatically issued by Companies House. The company or its formation agent must prepare and maintain them.

1. Certificate of Incorporation

The certificate of incorporation is the main document issued when Companies House approves the company registration.

It confirms that the company legally exists and normally shows:

  • Registered company name
  • Company number
  • Date of incorporation
  • Whether the company is limited
  • Jurisdiction of registration
  • Registrar’s authentication

Companies House confirms that the certificate proves the company legally exists and shows its number and formation date.

How Is the Certificate Delivered?

If the company is registered online, the certificate will normally be provided electronically.

If the application is made through a formation agent, the agent may send the certificate by email or make it available through an online portal.

A postal incorporation may result in physical documents being returned by post.

What Is the Certificate Used For?

The certificate may be requested when:

  • Opening a company account
  • Applying for financial services
  • Entering into a major contract
  • Registering with an overseas authority
  • Applying for a licence
  • Purchasing property
  • Setting up merchant services
  • Proving the company’s incorporation date

The original electronic document should be stored securely.

2. Company Registration Number

The company registration number is shown on the certificate of incorporation and Companies House record.

It is a permanent identifier for the company and does not normally change if the company changes its name, directors, shareholders or registered office.

The number may be required on:

  • Business letters
  • Order forms
  • Company websites
  • Invoices
  • Account applications
  • Tax registrations
  • Companies House filings
  • Commercial agreements

The format depends on the company type and jurisdiction.

3. Memorandum of Association

The memorandum of association records the initial subscribers’ intention to form the company.

For a company limited by shares, it confirms that the original subscribers agreed to become members and take at least one share each.

The memorandum generally contains:

  • The company name at incorporation
  • The names of the initial subscribers
  • A statement confirming their intention to form the company
  • Their agreement to become members
  • Their authentication or signatures

If the company is registered online, the memorandum is normally generated automatically from the information submitted.

Government guidance confirms that an online incorporation automatically creates the memorandum of association.

Can the Memorandum Be Changed?

No. The memorandum is a historical incorporation document and cannot normally be amended after registration.

Changes to shareholders or share ownership are instead recorded through stock transfer forms, allotment documents, the register of members and Companies House filings.

4. Articles of Association

The articles of association contain the rules for managing the company.

They may cover:

  • Director appointments
  • Director decision-making
  • Board meetings and quorum
  • Shareholder voting
  • Dividends
  • Share transfers
  • New share issues
  • Conflicts of interest
  • General meetings
  • Use of company records

A company may use:

  • Standard model articles, or
  • Bespoke articles prepared for the company

If model articles were adopted, the company may be given a copy or directed to the applicable version. If bespoke articles were filed, a copy should appear in the company’s filing history.

Why Are the Articles Important?

Banks, investors, solicitors and potential buyers may request the articles to understand:

  • Who can make decisions
  • Whether shares can be transferred
  • What rights shareholders have
  • Whether the company can issue new share classes
  • How directors are appointed or removed
  • Whether special restrictions apply

Directors must act within the powers granted by the articles.

5. Statement of Capital and Initial Shareholdings

A company limited by shares provides a statement of capital and initial shareholdings during incorporation.

This information forms part of the registration application and normally includes:

  • Number of shares issued
  • Class of shares
  • Nominal value
  • Currency
  • Amount paid or unpaid
  • Rights attached to each share class
  • Names of the initial shareholders
  • Number of shares held by each subscriber

The statement of capital is not the same as the company’s market valuation.

For example, a company with 100 shares of £1 each has nominal share capital of £100, but the business could be worth more or less than that amount.

Where Can You Find the Statement of Capital?

It can normally be found in the company’s incorporation filing on the Companies House register or within the formation documents supplied by the registration service.

The directors should check that it matches the share certificates and register of members.

6. Incorporation Application

The incorporation application contains the information submitted when registering the company.

Depending on the filing method, the document or filing record may include:

  • Company name
  • Registered office
  • Registered email address
  • Director details
  • Shareholder details
  • PSC information
  • SIC codes
  • Statement of capital
  • Statement of compliance
  • Lawful-purpose confirmation

The filed document may be available through the company’s public filing history, although private information such as full residential addresses and the registered email address will not normally appear publicly.

7. Companies House Authentication Code

The Companies House authentication code is a six-character alphanumeric code used to authorise online company filings.

It performs a similar function to an officer’s electronic signature and may be needed to file:

  • Annual accounts
  • Confirmation statements
  • Director changes
  • Registered office changes
  • Share-capital changes
  • PSC information
  • Other company updates

The authentication code is different from:

  • The company number
  • A Government Gateway password
  • A director’s personal code
  • A Companies House account password

How Do You Receive the Authentication Code?

The code is sent by post to the company’s registered office after it is requested. Delivery can take several working days.

Companies House advises companies to request the authentication code early and treat it with the same care as a bank-card PIN.

The company should not wait until its first filing deadline to request the code.

Why Must It Be Protected?

Anyone who knows the authentication code may be able to submit changes to the company’s public record.

The code should only be shared with trusted directors, employees or professional advisers who are authorised to make filings.

8. Companies House Personal Code

A personal code is issued to an individual after they successfully complete Companies House identity verification.

Unlike the company authentication code, the personal code belongs to the individual and not to the company.

It may be needed when the individual:

  • Is appointed as a director
  • Registers as a PSC
  • Files or authorises certain company information
  • Links their verified identity to an existing role

A person who is a director or PSC of several companies generally uses the same personal code for their verified identity, subject to the applicable filing process.

Companies House explains that the personal code is unique to the verified individual.

The personal code may be obtained before incorporation rather than received as part of the company’s formation pack.

9. Corporation Tax UTR

HMRC issues the company with a ten-digit Unique Taxpayer Reference, commonly called a UTR.

The Corporation Tax UTR is different from the UTR of an individual director or shareholder.

It may be needed to:

  • Add Corporation Tax services
  • File Company Tax Returns
  • Communicate with HMRC
  • Authorise an accountant
  • Pay Corporation Tax
  • Confirm the company’s tax identity

When Does the UTR Arrive?

HMRC normally sends the UTR separately to the company’s registered office after incorporation.

If it does not arrive within the expected period, the company can request it online. HMRC advises companies to request the UTR if it has not arrived within 15 working days.

The registered office should therefore be monitored carefully.

10. Corporation Tax Activation Code

When the company adds Corporation Tax services to its business tax account, HMRC may send an activation code and instructions to the registered office.

This code is used to activate the online Corporation Tax service. It is separate from the company’s:

  • UTR
  • Companies House authentication code
  • Company number
  • Personal identity-verification codes

Activation codes may expire, so they should be used promptly after receipt.

11. Share Certificates

Share certificates provide evidence of the shares registered in each shareholder’s name.

A share certificate normally shows:

  • Company name
  • Company number
  • Shareholder’s name
  • Number of shares
  • Class of shares
  • Nominal value
  • Certificate number
  • Issue date
  • Appropriate signatures or authentication

Does Companies House Issue Share Certificates?

No. Companies House does not normally issue share certificates.

The company’s directors or formation agent must prepare them.

If a formation agent provides a corporate documents pack, share certificates may be included. The directors should check that the certificates match the incorporation filing and register of members.

12. Register of Members

The register of members is the company’s legal record of its registered shareholders.

It should include:

  • Each shareholder’s name and address
  • Number and class of shares
  • Amount paid or unpaid
  • Date the person became a member
  • Date they ceased to be a member

Does Companies House Create the Register?

No. The company must create and maintain its own register of members.

Shareholder information on the Companies House register does not replace the company’s obligation to keep this statutory record.

13. Other Company Registers and Records

Depending on the company and the requirements in force, it may need to maintain records concerning:

  • Shareholders
  • Share transfers
  • Share allotments
  • Director decisions
  • Shareholder resolutions
  • Charges and mortgages
  • Debentures
  • Indemnities
  • Accounting transactions
  • PSC information

Some formation agents provide a statutory-register template, but the directors remain responsible for keeping it accurate.

14. First Board Minutes or Written Resolution

Companies House does not automatically issue first board minutes.

The company should prepare a record of its initial director decisions, which may cover:

  • Confirming incorporation
  • Approving share certificates
  • Establishing the register of members
  • Opening a company account
  • Appointing an accountant
  • Confirming the accounting reference date
  • Approving contracts
  • Registering for taxes
  • Authorising directors to sign documents

A sole director should still record important decisions in writing.

15. Business Account Documents

After the company account is opened, the provider may issue:

  • Account-opening confirmation
  • Account details
  • IBAN or local account numbers
  • Account terms
  • Debit cards
  • User-access credentials
  • Mandate or authorised-user records

These documents are not issued by Companies House, but they should be retained as part of the company’s financial records.

16. VAT and PAYE Registration Documents

If the company registers for VAT, it will receive confirmation of its VAT registration and VAT number.

If it registers as an employer, HMRC will provide PAYE references and related payroll information.

These documents are only issued if the company completes the relevant tax registrations. Incorporation alone does not mean that every company is automatically registered for VAT or PAYE.

17. Documents Provided by a Formation Agent

A formation agent may provide a company pack containing:

  • Certificate of incorporation
  • Memorandum of association
  • Articles of association
  • Share certificates
  • Register of members
  • Initial board minutes
  • Company registers
  • Filing summary
  • Deadline reminders

The contents vary between providers.

Receiving a professionally prepared company pack does not remove the directors’ responsibility to check that every document is accurate.

18. Documents Not Automatically Included

The following are not normally issued automatically simply because a company has been registered:

  • Certificate of good standing
  • Certified incorporation documents
  • Apostilled documents
  • VAT certificate
  • PAYE references
  • Business account confirmation
  • Trading licence
  • Insurance certificate
  • Shareholders’ agreement
  • Employment contracts
  • Customer terms and conditions
  • Privacy policy
  • Trademark registration
  • EORI number

These must be requested, prepared or applied for separately where needed.

What Is a Certificate of Good Standing?

A certificate of good standing is different from the standard certificate of incorporation.

It may confirm that the company remains incorporated and that Companies House is not currently taking action to remove it from the register.

It may be requested for:

  • Overseas account applications
  • International contracts
  • Foreign company registrations
  • Property transactions
  • Regulatory applications
  • Investment due diligence

It is not normally included automatically after incorporation and may need to be ordered from Companies House.

Do You Need Certified or Apostilled Documents?

Standard electronic documents are often sufficient for UK business purposes.

Certified or apostilled copies may be required when documents will be used:

  • In another country
  • Before a foreign authority
  • For an overseas account application
  • For property ownership abroad
  • In an international legal proceeding

Certification and legalisation are separate processes and are not normally included in the standard incorporation.

Essential Documents Checklist

After registration, the company should have or arrange:

  • Certificate of incorporation
  • Company registration number
  • Memorandum of association
  • Articles of association
  • Statement of capital
  • Initial shareholder information
  • Companies House authentication code
  • Personal codes for directors and PSCs
  • Corporation Tax UTR
  • Corporation Tax activation code, where applicable
  • Share certificates
  • Register of members
  • Initial board minutes
  • Accounting records
  • VAT and PAYE documents, where applicable

Final Answer

The main document received immediately after registering a UK company is the certificate of incorporation. The memorandum, articles and incorporation filing provide the company’s constitutional, ownership and management details.

The Companies House authentication code and Corporation Tax UTR normally arrive or are requested separately. Share certificates, statutory registers and initial board records must generally be created by the company or its formation agent.

All documents should be checked for accuracy, stored securely and kept available for banking, tax, compliance and future company changes.

This article provides general information and does not constitute legal, tax or financial advice.

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