To incorporate a UK limited company, you must provide Companies House with information about the business, its directors, shareholders, share structure and people with significant control.

You will also need a registered office address, a registered email address, constitutional documents and a description of the company’s activities.

Preparing this information before starting the application can help prevent delays or rejection.

What company details are required?

The incorporation application normally requires the following basic company information:

  • Proposed company name
  • Company type
  • Registered jurisdiction
  • Registered office address
  • Registered email address
  • Main business activity
  • Articles of Association
  • Details of the company’s lawful purpose

Companies House may request additional information depending on the company’s structure and method of registration.

What company name information is needed?

You must provide the proposed registered name of the company.

A private company limited by shares will normally use a name ending in “Limited” or “Ltd”. Welsh companies may use the permitted Welsh alternatives.

The proposed name must comply with the Companies House naming rules. It should not:

  • Be the same as an existing registered name
  • Be too similar to certain existing names
  • Contain offensive language
  • Use sensitive words without permission
  • Suggest an official government connection without approval

Before applying, it is sensible to check the Companies House register, existing trademarks, domain names and social media availability.

Registering a company name does not automatically create trademark rights.

Which UK jurisdiction must be selected?

The application must state where the company will be registered.

The available jurisdictions are:

  • England and Wales
  • Wales
  • Scotland
  • Northern Ireland

This choice determines where the company’s registered office must be located.

A company registered in Scotland must maintain its registered office in Scotland. The same principle applies to Northern Ireland. A company registered in England and Wales may have its registered office in either England or Wales.

The registered jurisdiction cannot normally be changed after incorporation.

What registered office information is required?

Every company must provide an appropriate registered office address.

The address must be:

  • A physical address
  • In the company’s registered jurisdiction
  • Somewhere official correspondence can be delivered
  • An address where documents are expected to reach someone acting for the company
  • Capable of having delivery acknowledged

A PO Box cannot normally be used on its own without an associated physical address.

The registered office appears on the public Companies House register. Business owners who do not want to publish their home address may consider using a suitable professional address service.

Is a registered email address required?

Yes. A new company must provide an appropriate registered email address.

Companies House uses this address to communicate with the company. It should be an email inbox that is monitored regularly and accessible to someone responsible for company administration.

The registered email address does not normally appear on the public register.

What information is required about directors?

A private limited company must appoint at least one director who is a natural person.

The incorporation application will normally request each director’s:

  • Full legal name
  • Any former business names that must be disclosed
  • Date of birth
  • Nationality
  • Occupation
  • Country or state of residence
  • Service address
  • Usual residential address
  • Companies House personal code

A director must generally be at least 16 years old and must not be disqualified from acting as a director.

The service address appears on the public register. The director’s residential address is normally protected from routine public disclosure unless it is also used as the service address or registered office.

The day of the director’s birth is not normally shown publicly, although the month and year are displayed.

Do directors need to verify their identity?

Yes. New directors must complete the applicable Companies House identity-verification process.

Once verified, the individual receives an 11-character personal code. The code is personal to the individual rather than to a particular company.

When registering a new company, the personal code for every proposed director must be included in the incorporation filing. Directors can verify directly through the government service or through an Authorised Corporate Service Provider.

The current requirements are explained in the official Companies House identity-verification guidance.

Is a company secretary required?

A private limited company does not normally need to appoint a company secretary.

If the company chooses to appoint one during incorporation, the application will require information about that person or corporate body.

A public limited company has different requirements and must appoint a suitably qualified company secretary.

What shareholder information is required?

A private company limited by shares must have at least one shareholder, also known as a member or subscriber.

The shareholder can be the same person as the director.

For each initial shareholder, the application will normally require:

  • Full name
  • Address
  • Number of shares being taken
  • Class of shares
  • Nominal value of the shares
  • Amount paid or unpaid on the shares
  • Agreement to become a member of the company

If a corporate body will be a shareholder, details about that organisation and the person signing on its behalf may also be required.

What share capital information must be provided?

A company limited by shares must submit a statement of capital.

This normally includes:

  • Total number of shares issued
  • Aggregate nominal value of the shares
  • Currency in which the shares are denominated
  • Number of shares in each class
  • Nominal value of each share
  • Amount paid or unpaid on each share
  • Rights attached to each share class

Share rights may cover:

  • Voting
  • Dividends
  • Repayment of capital
  • Redemption
  • Participation in surplus assets

A straightforward owner-managed company may issue one ordinary share with a nominal value of £1. However, companies with several founders, investors or planned share classes should consider the structure carefully before registration.

Changing an unsuitable share structure later may require resolutions, new filings and amendments to the Articles.

What information is required for a company limited by guarantee?

A company limited by guarantee does not usually have shareholders or share capital.

Instead, the application must provide information about its guarantors. Each guarantor agrees to contribute a specified amount if the company is wound up.

The application will normally include:

  • Each guarantor’s name
  • Their address
  • The guaranteed amount
  • Their agreement to become a member

Companies limited by guarantee are commonly used for associations, clubs, charities and other membership organisations.

What information is needed about people with significant control?

The company must identify its people with significant control, usually called PSCs.

A person may be a PSC if they:

  • Hold more than 25% of the shares
  • Control more than 25% of the voting rights
  • Have the right to appoint or remove a majority of the directors
  • Exercise significant influence or control over the company
  • Exercise significant control through a trust or partnership

For an individual PSC, the application may require:

  • Full name
  • Date of birth
  • Nationality
  • Country or state of residence
  • Service address
  • Residential address
  • Date they became a PSC
  • Nature of their control

Where another company or legal entity controls the business, information about that organisation may be required instead.

PSCs must also comply with the applicable identity-verification requirements and provide their personal codes within the required period.

What are the memorandum and Articles of Association?

Every incorporated company needs constitutional documents explaining how it is formed and governed.

Memorandum of association

The memorandum records the subscribers’ agreement to form the company and become its first members.

For a company limited by shares, the subscribers also agree to take at least one share each.

The memorandum is usually created automatically when using the standard online incorporation service.

Articles of Association

The Articles set out the company’s internal operating rules.

They may cover:

  • Directors’ powers
  • Board decisions
  • Shareholder voting
  • General meetings
  • Dividends
  • Share transfers
  • Different share classes
  • Conflicts of interest
  • Appointment and removal of directors

A company can adopt the standard model Articles or submit customised Articles.

Customised Articles may be appropriate where the company has multiple founders, different share classes, investors, transfer restrictions or special decision-making arrangements.

What business activity information is required?

The incorporation application must include at least one Standard Industrial Classification code, commonly called a SIC code.

A SIC code describes the company’s main business activity.

For example, different codes exist for:

  • Online retail
  • Property management
  • Business consultancy
  • Software development
  • Construction
  • Financial services
  • Importing and exporting

A company carrying out several activities can select more than one SIC code.

The chosen code should accurately describe what the company intends to do. It can be updated later through a confirmation statement if the business activities change.

Is a lawful-purpose statement required?

The subscribers must confirm that the company is being formed for lawful purposes.

The company must also confirm through its future confirmation statements that its intended activities will remain lawful.

Companies House may reject information or request further evidence where there are concerns about the accuracy or legitimacy of an application.

What information becomes publicly available?

Much of the information submitted during incorporation appears on the public Companies House register.

Public information normally includes:

  • Company name and number
  • Date of incorporation
  • Registered office
  • Company status
  • Business activity and SIC codes
  • Directors’ names
  • Directors’ service addresses
  • Directors’ nationality and occupation
  • Directors’ month and year of birth
  • Share capital
  • Shareholder information filed at incorporation
  • PSC information
  • Articles of Association
  • Filing history

Directors’ residential addresses, full dates of birth and the registered email address are not normally available to the general public.

Business owners should understand these disclosure rules before using a home address as a registered office or service address.

What documents should you prepare before applying?

Before starting the incorporation application, it is useful to prepare:

  • Proposed company name
  • Registered office address
  • Registered email address
  • Director details and personal codes
  • Shareholder or guarantor details
  • PSC information
  • Share structure and share rights
  • SIC codes
  • Model or customised Articles
  • Any required permission for sensitive words
  • Payment details for the filing fee

Names, dates of birth and addresses should be checked carefully. Incorrect information can delay the application and may require formal correction after incorporation.

Can a non-UK resident provide the required information?

Yes. Directors and shareholders do not normally need to live in the UK or be British citizens.

A non-UK resident can provide their overseas residential address. However, the company must still maintain an appropriate registered office in its chosen UK jurisdiction.

Non-resident directors and PSCs must also complete the applicable identity-verification process.

Incorporating a UK company does not automatically provide:

  • UK immigration rights
  • Permission to work in the UK
  • UK tax residence
  • A business bank account
  • VAT registration
  • Access to regulated business activities

Separate applications or professional advice may be needed in these areas.

What happens if incorrect information is submitted?

Providing inaccurate or incomplete information can result in:

  • Rejection of the incorporation application
  • Delays in registration
  • Problems completing identity checks
  • Incorrect information appearing publicly
  • Additional filings and correction costs
  • Compliance action by Companies House
  • Possible penalties where false information was knowingly provided

Every proposed director, shareholder and PSC should review their information before the application is submitted.

Final answer

To incorporate a UK company, you will normally need to provide the company name, registered jurisdiction, registered office, registered email address, director details, shareholder or guarantor information, PSC details, share capital, SIC codes and constitutional documents.

Directors must also verify their identities and provide their Companies House personal codes during the registration process.

Preparing accurate information in advance can make the incorporation process faster and reduce the risk of rejection or future corrections.

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

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