This UK company establishment package for UK non residents comes with the registered office address in London and the company's secretarial compliance service for one year.
The following items are included in to this offer:
The certificate of incorporation, the memorandum & articles;
The company's registers, shares' certificates & meeting of the board of directors;
The registered office address;
The government mail forwarding & the secretarial compliance service.
£469.49
Annual fees from £455.00
This is one of the very favourite British limited company registration packages for non UK customers, who wish to appoint a nominee director in order to maintain the anonymity, & free consultation with our accountant.
This company incorporation offer includes all services mentioned in the first option, plus the following:
The provision of a nominee director;
The signed power of attorney;
The signed, undated resignation letter from a nominee director;
The agreement for the provision of the nominee service.
£619.49
Annual fees from £605.00
This is one of the most popular company creation packages for non-UK customers, who wish to appoint a nominee shareholder as an additional to the nominee director, & free consultation with our certified accountant.
This company setting-up offer includes all services mentioned in the second option, plus the following:
The provision of a nominee shareholder service for one year;
The declaration of trust dully signed by a nominee shareholder;
The certificate of the beneficial owner.
£779.49
Annual fees from £605.00
This is the MOST OPTIMAL private company incorporation package in the UK market for such non-UK customers, who wish to legalise all corporate documents by a Notary Public and certify them by the Apostille stamp.
This UK limited company formation offer includes all services mentioned in the third option, plus:
The certification of all corporate documents incl. the power of attorney by a Notary Public & the final verification of documents by the Apostille.
Free corporate & the attorney in law' rubber stamps.
£129.99
Annual fees from £105.00
This LLP incorporation with the registered office address in London and the LLP's secretarial compliance service for one year package for non-UK residents.
The following items are included in to this offer:
The certificate of registration, & LLP agreement;
The LLP's registers, two membership' certificates & meeting of the board of members;
The registered office address, government mail forwarding & certificate of the registered office address.
£479.99
Annual fees from £455.00
This is one of the very favourite UK LLP registration packages for non-UK customers, who wish to appoint UK nominee members in order to maintain the anonymity.
This LLP establishment offer includes all services mentioned in the first option, plus the following:
The provision of two UK nominee members;
The signed power of attorney;
The signed, undated resignation letters from nominee members;
The agreement for the provision of the nominee service.
£829.99
Annual fees from £805.00
This is one of the most popular LLP formation packages for UK non residents, who wish to appoint two offshore based nominee members as an option to the tax planning.
This LLP setting-up offer includes all services mentioned in the FIRST OPTION, plus the following:
The provision of two offshore nominee members & the signed power of attorney;
The signed & undated resignation letters from nominee members;
The agreement for the provision of the nominee service.
£989.99
Annual fees from £805.00
This is the MOST OPTIMAL British LLP set-up package in the UK market for such non-resident UK citizens, who wish to legalise all corporate documents by a Notary Public and certify them by the Apostille stamp.
This LLP creation offer includes all services mentioned in the THIRD OPTION, plus:
The certification of all LLP documents including the power of attorney by a Notary Public & the final verification of LLP documents by the Apostille.
Free LLP common & the attorney in law' rubber stamps.
Further Information
Once you have provided some basic information about the company incorporation with registered office, setting non-resident company with bank account, registering company London and incorporation of a limited company in the United Kingdom for non-UK customers. Shareholders and directors, we will take care of producing and completing the relevant minutes, statutory registers and forms. We will also ensure that all the necessary documents are filed correctly with the Registrar of Companies. We also offer a full secure online ordering service so you can get your company formation online immediately. Additionally, we offer a free interactive facility to allow you to check the availability of your proposed company name. This way you will know whether your desired company name is available before we begin the company registration process in the Great Britain. Apostilles, nominees and tax identification letters, UK readymade companies with the VAT number, ready-to-go website and domain names registration. Information for non-UK residents how-to start-up a company, guides & tips on starting a business for non-UK customers, reasons why you should trust & choose us as your corporate service provider to register a limited company. I am not British resident; do you work with non-UK residents to incorporate a company? Guidance about unincorporated bodies in the UK, guidance about incorporated legal forms in the UK, business start-up for non-UK residents why to incorporate a company? Setting up a private company the Importance of a company secretary, company registration for non-UK customers provision of nominee director and nominee shareholder services, limited company registration for non-UK residents about the corporate secretarial service. Registration of your limited company with the HRMC, penalties for not telling HMRC your company is liable for corporation tax, about the tax authorised agent service for non-UK domiciled customers, incorporate a company in the UK about the accounting reference date. Establish a limited company with registered office address in London, about the annual returns and accounting records, UK companies formation & single alternative inspection location for statutory books, establish a limited liability company how HMRC check your tax, establish a non-UK resident business keeping your accounting records. About the basic year-end account & tax return, about the Coddan plus year-end account & tax return, about our opening bank account service for your non-resident company, incorporate a company in the United Kingdom, choose a company name, non-UK resident company establishment, trade or business name registration. Open a business enterprise in the UK, about the trademark registration service, create a new business entity, authorised share capital, formation company in the UK with registered address, memorandum & articles of association, company incorporation in Great Britain with registered office address, starting business in the UK, appoint your own director and shareholder. About renting Coddan facilities and virtual office services, special offer resident trading LTD package, apostille, notary and consulate certification, about a company seal and rubber stamps, incorporation tax tips for non-UK residents, top solution to register a company in the United Kingdom, top ten tax tips for individual expatriates coming to the United Kingdom. Buy a readymade shelf company with bank account, company formation for non-UK customers Live Help, an alternative business models for the foreign investors, establish a Branch in the United Kingdom, establish a place of business in the United Kingdom, setting-up a general partnership in Scotland, Wales and England. Establish a limited partnership, registration of a limited liability partnership LLP, we can register an LLP for our non-UK based customers, tax and liability shelter UK LLP formation package.
Setting-up a UK limited company for non-UK based customers and clients: Coddan offers limited company formation with guaranteed bank account services for non-UK residents, Coddan provides incorporation of UK-non resident limited company, formation non-UK resident corporation in London, starting business in England, start-up small business in London, set-up legal entity in the Great Britain, non-British residents company formations. Establish non-resident company, English non-resident company registrar, incorporate non-UK company with incorporation agent, subsidiary company registrar. Information and advice for starting-up business, are you thinking to establish non-UK company incorporation, online branch of foreign entity formation, new business registrations. British company incorporation agent for non-UK domiciled customers, setting foreign company branch office, incorporating subsidiary company with registered address in London, online English LLP registrations, forming LLP partnership for non-residents, incorporating branch for British expatriates, registering non-UK domiciled limited liability partnership LLP, registered overseas company in England, overseas company registration in Scotland. UK tax representative for non-residents, accountancy UK tax compliance, establish real presence in Europe, UK non-resident company trading, holding assets, minimal tax international trade, trading outside UK, double tax treaty, nominee company, UK intermediate management company, buy company with VAT registration service, preparing year-end accounts, filing annual tax return. LLP limited liability partnership formations for overseas customers, readymade company with VAT number, off-the shelf company with prestige registered office. If you are thinking about starting a new life abroad and forming company to start your own small or home based business this article with provide you with some tips to set you on the right track to small business start-up success. There are a number of different ways in which an overseas company may set up a business presence in the United Kingdom. If you are starting your own business you'll probably need financial assistance. Features articles on business management, networking, trading business start-up advice, Mayfair, Marylebone Street, and Baker Street in central London. Information and advice for starting-up E-Bay or Amazon business for non-UK citizens, UK business start-up advice available, business names registration. Information on ready-made company formation, a list of vintage ready-made companies with nominee director and nominee shareholder. Small business advice, setting-up business, advice becoming self-employed, laws becoming self-employed, free accountant advice, small business owner, starting new business. Starting-up your own business, help with starting business, register new business, setting-up your own business, setting-up business, setting-up company, setting-up new business, setting-up business partnership, setting-up catering business, setting-up sole trader. Moreover, we are ready to provide for secretary services and bookkeeping services. We can also help you with opening the bank account for your company and with VAT registration.
If you are researching non-UK resident company incorporation on the internet there are various related terms you may wish to try such as limited company creation for UK-non residents, English company establishment non-resident, Great Britain business formation agents, forming non-Scottish resident companies online, non-British resident limited liability company registration, setting new business Scotland. If you are seeking London company start-up services for non-British residents you may wish to enquire whether your proposed enterprise formation agent or Edinburgh corporation filing system will be transferring an existing Glasgow registered company (i.e. a shelf company) to you or forming a brand new company for you. If you are forming London company, you should ask the non-English resident business establishment service if you will be receiving all of the required company registers etc, open non-resident company. Setting business, set-up your small business company, buy incorporated company, bank account, VAT registered, nominee secretary and nominee director services, Ireland, Irish and Republic of Ireland. Nominee company formations with nominees and apostilles. Legal presence in England, lawyers and solicitors help to start business in England, Wales, Scotland, Republic of Ireland and Republic of Ireland. Setting-Up UK Company: Coddan offers limited company formation services for non-UK residents - Coddan provides incorporation UK-Non Resident Limited Company, formation non-UK resident corporation in London, starting business in England, start-up small business in London, set-up legal entity Great Britain, non-UK residents company formations. Establish non-resident company, English non-resident company, incorporate non-UK company, subsidiary company registrar. Information and advice for starting up business for foreigners, are you thinking register non-UK company incorporation, online branch formation, new business registrations. British company incorporation agent, setting branch office, incorporating subsidiary company. Online English LLP registrations, forming LLP partnership, incorporating branch, registering LLP, registered overseas company, overseas company registration. UK Tax representative, accountancy UK tax compliance, real presence Europe, non-resident company trading, holding assets, minimal tax international trade, trading outside UK, double tax treaty, nominee company, UK intermediate management company, VAT registration service, preparing year-end accounts, filing annual tax return. LLP formations, readymade company, off-the shelf company, registered office. If you are thinking about starting a new life abroad and forming company to start your own small or home based business this article with provide you with some tips to set you on the right track to small business start-up success. There are a number of different ways in which an overseas company may set up a business presence in the UK. If you are starting your own business you'll probably need financial assistance. Features articles on business management, networking, start-up advice, start-ups, networking, Soho address, Mayfair, Marylebone street, central London. Information and advice for starting-up business, UK business start-up advice available, business names registration. Information on readymade company formation for foreign nationals, a list of vintage ready-made companies. small business advice, setting-up business, advice becoming self-employed, laws becoming self-employed, free accountant advice, small business owner, starting new business. Starting-up your own business, help with starting business, register new business, setting-up your own business, setting-up business, setting-up company, setting-up new business, setting-up business partnership, setting-up catering business, setting-up sole trader. Moreover, we are ready to provide for secretary services and bookkeeping services. We can also help you with opening the bank account for your company and with VAT registration.
We are a specialist in British incorporation of companies and partnerships. We are located in London and specialise in UK offshore companies registration. We provide non-UK company setting-up services and the subsequent support required for the smooth operation and legal maintenance of non-resident company - such as provision of the registered address and agent, provision of resident secretary, preparation and filing of the necessary returns and a range of further offshore services in United Kingdom. You will find a wide scope of information about Delaware non-resident companies, UK tax system and offshore services in this site, explained in simple-to-understand terms. Should you have any further questions about us, Florida incorporation, Gibraltar tax system, New York companies registry. It is again possible to have a UK registered company, which is not taxable in the United Kingdom, if the company can demonstrate residency in a country with which the UK has a double tax treaty. The existence of a double tax treaty is essential because the problem of dual residence can only be solved by reference to the provisions of a treaty. In practice, any English and Scottish company which has its place of effective management in a country such as Cyprus, and which is not centrally managed and controlled in the UK, will be non-resident for British tax purposes. Such a company will only be liable to pay tax if it receives source income, although even this income may be protected from UK tax by virtue of the relevant treaty. The treaty must contain a tiebreaker clause which determines the residency of a corporate body by reference to the place of effective management of the company. Not all treaties concluded by the United Kingdom contain this particular provision. Therefore the choice of location of a United Kingdom non-resident company is narrowed down. This choice is further narrowed down by the fact that naturally the company will be looking for a location with favourable tax system and financial infrastructure. Company registering agent offer company registration in United Kingdom for foreigners, Ltd company registrations and company registrar in Scotland. Company incorporation made easy company registrar mail. Incorporation a firm Oklahoma and Nevada incorporation.
Information and advice for starting-up a business in England and Scotland, USA and offshore. Are you thinking non-British company incorporation, online branch formation in London, non-united Kingdom company registrations. British company incorporation agent, setting branch office, incorporating subsidiary company, online English LLP registrations, forming LLP partnership, incorporating branch in central London, registering Scottish LLP limited partnership, registered overseas company, bookkeeping and audit, business banking, open bank account, get apostille stamp, overseas company registration with apostille certification. Limited liability partnership LLP formations, readymade company with VAT registered number, off the shelf company, registered office. If you are thinking about starting a new life abroad and forming a company to start your own small or home based business this article with provide you with some tips to set you on the right track to small business start-up success. There are a number of different ways in which an overseas company may set up a business presence in the United Kingdom, if you are starting your own business you'll probably need financial assistance. Features articles on business management, networking, business start-up advice, new corporation start-ups, Soho address, Mayfair, Marylebone Street. In the not too distance past, it was possible for non-residents to form limited companies in the United Kingdom but manage them from elsewhere, often a tax haven jurisdiction. To an outsider, such non-resident companies were superficially standard British companies paying England tax. However, because these companies were not managed from the UK and were not generating income in the United Kingdom (England, Wales and Scotland), they were in fact free from British taxation. UK business presence, branches and subsidiaries companies formations.
Business start-up advise: this website aim to help you understand some of the many things you need to think about when you are incorporating and running a business. Setting up a small business involves a number of important steps if you want to get things right first time. There will always be an element of trial and error in starting up a business; however, we hope this overview will guide you through the initial steps, based on the experiences of the Coddan team and our contributors. Before incorporate your business in any country one of the first things to investigate is the tax and VAT situation, as you do not want to find yourself paying over large chunks of your profits in exorbitant taxes. A UK resident company is liable to UK corporation tax on its worldwide profits. A non-UK resident company is liable to UK corporation tax on the profits of a trade carried on by it through a branch or agency in the UK. UK legislation provides that the profits attributable to the permanent establishment are the profits, which it would have made if it were a distinct and separate enterprise, engaged in the same or similar activities under the same or similar conditions, dealing wholly independently with the rest of the non-resident company of which it is a part. In applying the legislation the permanent establishment is treated as having equity and loan capital in the proportions relevant for an independent company operating in the UK. The relevant legislation is construed in accordance with OECD guidelines. A non-UK resident company which carries on a trade in the UK otherwise than through a permanent establishment is liable to UK income tax rather than corporation tax on the profits attributable to that trade. It is not possible generally to reduce the amount of UK taxable profits by means of adopting artificial pricing methods. Under both UK tax law and the UK double tax treaties, the UK Inland Revenue is able to ignore actual prices and charge tax as if arm length prices had been paid. This would catch, for example, excessively high interest and management charges and royalties that are paid to the non-resident parent of a UK subsidiary with a view to reducing the profits subject to UK tax.
This private dormant LTD registration package for non-UK residents includes all needed services for the registration & keeping a company dormant for the first year.
Pay £300.00 now and £350.00 eleven months after.
The registration of a dormant limited company (the government fee for the incorporation of a new business is included).
The provision of the registered office address for a dormant company at the Baker Street in London.
The provision of a nominee secretary to protect the director(s)' responsibility.
The initial registration of your UK private limited company as a dormant with the HMRC.
We will act as the tax agent with the HMRC for your dormant limited company behalf.
The government mail forwarding to your own address in the UK.
We will keep your limited company registers at the registered office address.
The preparation of the annual return and year-end dormant account and its submission with the Companies Registrar and Inland Revenue.
The certificate of incumbency; and
The certificate of non-trading (at the end of the year).
In the second year of business, you'll need to pay £350.00 only.
Coddan offers fixed fee for the complete UK private limited company formation with annual account & return preparation & filing it with Companies House and HMRC.
The description of our package in brief:
A company registration with Companies House & HMRC;
The provision of a registered address & opening a bank account;
The preparation & filing of annual account.
Our business start-up package is ideal for customers, who need a monthly bookkeeping, and the preparation of the final year-end account & its submission with Companies House & HMRC.
Our business and accounting start-up services include:
The registration of a company;
The registered office address;
Display of a company name;
A nominee secretary;
A business bank account;
The provision of a tax agent with the HMRC;
A monthly bookkeeping service;
The PAYE scheme registration;
The preparation & filing annual return & annual account.
ALL-INCLUSIVE
This package is ideal for such customers, who needs to appoint Coddan to deal with the bookkeeping & VAT requirements during the financial year.
The registration of a company & and the provision of registered office address in London.
The provision of a nominee secretary & opening a bank account.
The VAT registration & the provision of the tax agent service.
The keeping of the VAT & bookkeeping records with its submission & timely registration with CH and HMRC.
Information for Non-UK Residents How-To Start-Up a Limited Company, Guides & Tips on Starting a Business
Coddan is ranked as one of the leading firms in the UK for providing specialist advice to non-UK domiciled individuals, entrepreneurs and professional intermediates. The firm has a well-established international client base and our tax and trusts team now acts for clients with interests in India, China, Spain, Italy, United States, Russian Federation, Germany, Australia, France, Poland, United Arab Emirates, Romania, etc.
Our firm has been establishing to provide the practical guidance and qualified assistance in starting and running a business within United Kingdom and offshore jurisdictions to UK residents as well as for non-UK based and UK-domiciled clients. Our web-site summarises the procedures and costs associated with setting up a business in United Kingdom and in other countries.
We advise you on the most appropriate business legal entity to suit your individual or business circumstances, so that you do not need to spend your cost-effective time to research or guess with the different options. We have years of experience behind us & have established a well-respected name and reputation.
Allow us to help you to establish a company and get it running; or to select the best type of business for incorporation, and register your general trading, branch, place of business, subsidiary or holding company. We may assist to register a right to manage, flat property management, intellectual property management, ship management, or charitable companies.
We may also assist you with the registration of a non-UK resident company (whose place of effective management is located in a country, which has ratified a double tax treaty with the UK based on the OECD Model), a limited liability partnership with one offshore based corporate partner and one UK-based managing member, etc.
We supply an expert advice on navigating through the UK legal and business systems, helping you in setting up a business in England, Scotland, Northern Ireland and/or the Republic of Ireland. Our work focuses upon Britain and Ireland; however we also engage in European and International (offshore) companies, partnerships and trusts establishment.
Coddan is the firm with many years' experience in assisting clients with business formations in the UK (England, Wales, and Scotland), Ireland (Republic of Ireland and Northern Ireland), Cyprus, Mauritius, Malta, UAE and USA as well as with the formation of offshore companies in different locations, offering in most circumstances the same-day online company formation. Our expert knowledge and extensive experience of setting-up of business and companies’ structures has made us possible to provide the professional, prompt, and efficient service.
To start-up a new limited company we are charging only £119.49, our price included the government charges, the provision of a registered office address in London, the company's secretarial compliance service for one year, and it usually takes from four to six hours to set-up a new private company limited by shares. Our team of consultants and business advisors will be pleased to assist with your enquiries related to establishing and maintaining limited liability companies and partnerships or creating complex corporate legal structures. On our web-site, you will find a number of useful tips and information, which may help you to learn what to take into consideration when deciding among public companies, private limited liability companies, LLPs, sole traders, limited partnerships and other structures.
Useful Tips:
It is possible for an overseas corporation or for non-UK residents to start business and trade in the United Kingdom. The most common types of the UK business entities are: a private company limited by shares (which is suitable for variety of general business purposes), private company limited by guarantee (clubs, associations, non-profit purposes, churches, political organisations, etc.), public limited companies, limited liability partnerships and a UK establishment. Contact us to see how we can assist you.
We provide different packages with the different options depending on your business needs; each package offers the complete formation of limited companies, and limited liability partnerships, which is usually ready to commence trading within few hours. Our packages offer the perfect results for those people who are taking the first step into the business or smaller companies whose budget won't stretch to bespoke business solutions, there are no dumbfounds and no hidden charges, - what you see is what you pay!
We can also assist clients with the special needs or requirements, we could make a tailor made package that would suit your personal needs and wants. If you choose us as your corporate service provider, you will almost immediately realise that our team of proficient advisors, is your own dedicated support team.
Reasons Why You Should Trust & Choose Us as Your Corporate Service Provider to Register a Company
Doing a search on Internet, you may find a couple of hundreds websites, who are offering you companies formation services, and you may ask a logical question, why am I need to stop my search and choose the Coddan CPM Limited as my service provider?
We are ready to answer such question and give you some reasons below, and then you are free with the decision – can we serve and cover your business needs, or not.
£3,800
Resident Trading LTD
Pay £2,500 now and £1,300 eleven months after. This package includes all needed services for the set-up & operate an actively trading business in the UK.
What services do you get?
The registration of a UK resident company.
The provision of the registered office address for trading company at the Baker Street in London; including a company name display at the registered address.
The provision of the UK citizen as a nominee director and shareholder.
The initial registration of your company as a trading with the HMRC.
The provision of the tax agent with the HMRC.
Phone & fax numbers with call answering, correspondence address & mail forwarding via e-mail.
Keeping your company registers at the registered office address.
The UK bank account (without of your personal visit).
The VAT registration and communication with the UK authorities.
The notarised & apostilled set of all corporate documents.
High level of experience and expertise: Coddan has always practiced solely in the field of UK and offshore companies, partnerships and foundations registration and formation. By specialising in this area of law alone, we believe that we can provide you with the specific knowledge of law and practice that is required to help resolve the issue with which you're faced. Our consultants are fluent in English, French, Italian and Russian languages.
Not just a call centre: we also carry out face-to-face meetings and consultations allowing for a personal approach and building of relationships. We offer high quality support from secretarial, accounts and admin staff.
Experience: with over ten years relevant experience, it’s very possible that we have come across the type of problem you want us to help you resolve. We can help you by using e-mails, post or by telephone, or, if you are local to London or you have a plan to visit London, please telephone us to make an appointment.
Geography: our main office located at the Baker Street in London; our companies' formation services cover the whole of the UK, Ireland, and fifteen offshore countries. We are skilled in the regional variations, including the different corporate and business laws and benefit systems.
Very cost effective incorporation solution: being based in London, our prices are not higher than other agents, who are basing outside of City Capital. Our prices are real, we do not hide any additional costs, we do not force up any kind of additional services, our service packages are clear and we do not use any kind of tricks.
Independent: many similar companies are reselling a third party services, but we do not, placing an order with us, you will receive high-quality service form the first hands. We can also assist you to provide requested any kind of additional services, such as notaries and apostille legalisation, Data Protection, PAYE, VAT registration, filing an annual return and annual accountancy preparation and filing it with the Companies House and HM Revenue & Custom Service, provision of a registered office addresses and nominees services for customers who registered their companies with us, and for those clients who registered their companies with other formation agents.
Flexible: our system can be tailored to your specific incorporation needs i.e. using your own memorandum and articles of association, setting default company officers and registered office addresses. Setting defaults will minimise data input. All documents are completed automatically using the information that you have entered. Information is only required to be entered once only. All companies can be formed with the intended directors, secretaries and shareholders as the first company officers thereby eliminating the need to change these after incorporation.
Being your representative: we can ensure that your business maintains a sensible dialogue with the tax authorities and that it can protect its position going forward. Our dedication to extraordinary tax & accounting preparation and Inland Revenue and HM Revenue & Custom Service representation services encompassed with a strong on going desire to protect the confidential nature of all of the informational documentation entrusted to us, has lead us to this exact place.
Old-style companies' formation: we appreciate that not everyone likes to place orders over the Internet that is why we are happy to take orders via the e-mail and by post or fax; though we prefer to have the order in writing to avoid any possibility of errors or omissions. With the old-style paper forms formation you may enjoy with the following benefits: -
We may register a company in 5-7 days or we may still apply for a same-day formation;
We may register your company with our standard or nonstandard memorandum and articles of association;
We may add your logo to the memorandum and articles of association, so Companies House will have your memorandum and articles with your logo on their database;
We may use special or specific fonts for your memorandum and articles of association;
Your company subscribers (shareholders) needs to sign the memorandum and articles of association, and their signatures will be in the Companies House' records;
With this paper forms filing service, we can register a company and use specific accents, signs or punctuations (À, Á, Ä, È, É, Ë, Ï, Ñ, Ó, Ö, Ú, Ü, etc.).
To avoid any potential problems in the future, we strongly suggested that we need to check a suggested company name with the Trademark and Patent office. We are happy to help and advise you on both UK and overseas trademark applications.
I Am not British Resident, Do You Work With Non-UK Residents to Incorporate a Company?
Many of our clients are not British or do not live in the United Kingdom, we accept all nationalities. You may visit our office in London (we strongly suggest it to all of our non-UK based customers), but it is not necessary, and you do not need to be in the United Kingdom in person to register a new business entity here. We provide the reasonable and budgeted company formation, ready-made companies, bookkeeping & accounting, tax planning, tax filing and a wide range of corporate services. We also provide registered office addresses in different locations throughout the UK, and we are also offering assistance with the opening of an offshore or UK corporate bank accounts for our overseas customers.
You do not need to visit United Kingdom to incorporate a company here; you can register a limited company online using our own companies and LLPs' registration software, which has been approved by Companies Registrar. Our incorporation system has been fully updated and are in compliance with the Companies Act 2006 up to October 2008, please be assured that you can incorporate through Coddan with confidence.
Since Coddan is always searching for new ways to improve our service to customers, we are proud to announce that we now have a similar e-filing method for new companies in the Republic of Ireland, which will allow us to reduce the period of time it takes to incorporate new Irish entities by 50%. The Companies Registration Office (CRO) in Ireland recognises our company as one of the few providers of the CRODisk scheme, which was originally developed by the CRO with the purpose of minimising incorporation time and creating a more cost-effective option for registering a company.
Bank Accounts:
We have great, strong business relationships with the top of UK & offshore-located banks and all the experience to help you with the process of opening a corporate bank account in the UK or offshore uncomplicated. Not only our consultants are competitive and professional, all of them have successful experience to open corporate and private accounts for non-UK domiciled customers and businesses. They knew the most frustrations involved and working very hard to make things as simplified as possible.
Choices about adopting a legal structure will depend on a number of factors linked to the nature of the social enterprise - its social purpose, the people/stakeholders who are involved with it, the scale on which it plans to operate and the way its start-up and working capital needs are to be financed. What is important is that form follows function, that the choice of legal structure accurately reflects the needs of the social enterprise in question.
Company Formation Service
We provide fast online service for UK company registration, including private, public and guarantee companies formation, establish of LLP and other business entities incorporation in England, Wales, and Scotland.
Setting up a business for the first time can be confusing and there are too many issues to consider. You need to decide whether to use professionals who can help you to incorporate your business, and to choose the best ownership structure for your business.
Choosing a structure for your business can be a confusing puzzling of terminologies. However, with this basic guide, you will be able to select the structure that will serve your business best at tax time. There are several types of legitimate commercial and non-commercial legal entities which you can choose to operate as. Find out the links below on the pros and cons of registering your business.
Coddan is one of the leading service providers in the field of English, Scottish, and Irish companies formation and registration. Our electronic filing software has been approved by Companies House. Companies House (Companies Registry, Secretary of State) is an executive agency of the United Kingdom Government Department of Trade and Industry (DTI). All limited companies in Great Britain are registered with Companies House and file specific details as required by the Companies Act 2006.
Related Articles
Careful planning must take place before the establishment of a new social enterprise or before making changes to an existing enterprise to ensure that the most appropriate legal structure is chosen. Investing time and resources in selecting the right structure is vital and the decisions taken should be based on long-term considerations for the enterprise. Selecting the wrong structure can have disastrous consequences. These may result from problems with governance, such as the exclusion of key stakeholders, the involvement of too many stakeholders or a governance framework out of tune with stakeholders' interests; limitations on mechanisms for investment, or a failure to protect the social nature of the business.
Guidance About Unincorporated Bodies in the UK
Being unincorporated means that the business has no separate legal identity of its own. The risks and liabilities involved in running the business belong to the individuals who own and/or manage it. Unincorporated businesses include: -
Sole Traders
This is the simplest way to set up and run a business: ownership and control of the business rests with a single individual. Being a Sole Trader is inherently risky because the individual is not separate from the business and has sole unlimited personal liability for the business, its debts and contractual obligations, and any claims against it. They own all the assets of the business and can dispose of them as they wish, and may employ staff and trade under a business name. However, it is unlikely that sole trader status will be suitable for businesses which need more than a small level of external investment – being unincorporated limits borrowing and prevents the business raising equity finance by issuing shares.
Regulation for the sole trader is minimal: there is no requirement for a formal constitution for the business, and no need to register or file accounts and returns with Companies House. Sole Traders are treated as self-employed by HMRC and must register and make an annual self-assessment tax return - profits from the business are treated as personal income subject to income tax and national insurance contributions.
Sole trader status is not available for non-UK residents and non-UK domiciled persons. If you have any further questions or concerns, please contact the please contact us.
Unincorporated Association
Unincorporated Associations are groups that agree, or 'contract', to come together for specific purpose. They normally have a constitution setting out the purpose for which the association has been set up, and the rules for the association and its members. They are typically governed by a management committee. All members of the management committee will again have unlimited personal liability, unless they are specifically indemnified in the constitution. As for a sole trader, there is a limitation on raising finance, minimal regulation, and self-employed tax status for management committee members.
If you have questions or comments regarding this subject, are not sure or utterly confused about the subject described above, please drop us an e-mail or otherwise contact us by phone so that we can clear things up.
Partnership
A partnership is a relatively simple way for two or more legal persons to set up and run a business together with a view to profit. A partnership can arise, without any formal agreement, when people carry on a business in common, but typically, there is agreement to trade as a partnership. Partners will usually draw up a legally binding partnership agreement, setting out such matters as the amount of capital contributed by each partner and the way in which they will share the profits (and losses) of the business.
Again the partnership has no separate legal personality. Partners share the risks, costs and responsibilities of being in business. Because partners generally bear the consequences of each other's decisions, partners usually manage the business themselves, though they can hire employees. Partners usually raise money for the business out of their own assets, and / or with loans, although again being unincorporated two limits borrowing in practice, and not being a company with a share capital prevents the business itself from raising equity finance by issuing shares.
Each partner is self-employed and pays tax on this basis on their share of the profits: the partnership itself and each individual partner must make annual self-assessment returns to HMRC, and the partnership must keep records showing business income and expenses. Legal persons other than individuals - such as limited companies or limited liability partnerships – can also be partners in a partnership. They are treated like any other partner except that they have additional tax and reporting obligations - for example, companies must pay corporation tax rather than income tax on their profits from the partnership.
Limited Partnership
Not to be confused with a limited liability partnership (see below) - a limited partnership has two sorts of partner: general partners and limited partners. The form is similar to a partnership, with the main differences being that the limited partners may not be involved in the management of the business and their liability is limited to the amount that they have invested in the partnership. Note that limited partners are different from 'sleeping' partners in a partnership or limited partnership, who do not take part in running the business but remain fully liable for its debts. Limited partnerships must register at Companies House, and do not come into existence until they are registered. Changes to the partnership must also be registered.
Creditors can claim a partner's personal assets to pay off any debts - even those debts caused by other partners. If a partner leaves the partnership, the remaining partners may be liable for the entire debt of the partnership. Therefore, partners do not enjoy any protection if the business fails. For more information on going into partnership, call or e-mail us on how to set up and register a partnership. For more information on self-assessment, please feel free to contact us.
If you have questions or comments regarding this subject, are not sure or utterly confused about the subject described above, please drop us an e-mail or otherwise contact us by phone so that we can clear things up.
Trust
Trusts are unincorporated and have no legal identity of their own. They are essentially legal devices for holding assets so as to separate legal ownership from economic interest. A trust holds assets on behalf of an individual or another organisation and governs how they are to be used. A trust is run by a small group of people called trustees who are legally responsible for the administration of the trust and personally liable for any debts or claims against it that cannot be met out of the trust’s own resources. Trusts make their own set of rules – enshrined in a trust deed – which sets the trust’s objectives and may be used to ensure that assets and profits are used for a particular purpose. Trusts do not typically raise finance - they simply manage assets and do not distribute profits. Trusts are often used in conjunction with unincorporated associations, which cannot themselves own property.
If you have questions or comments regarding this subject, are not sure or utterly confused about the subject described above, please drop us an e-mail or otherwise contact us by phone so that we can clear things up.
Guidance About Incorporated Legal Forms in the UK
Limited Company
The limited company is the most common legal form in use for running a business. Companies are incorporated to form an entity with a separate legal personality. This means that the organisation can do business and enter into contracts in its own name. On incorporation under the Companies Act 2006, a company is required to have two constitutional documents: a memorandum, which records the fact that the initial members (the subscribers) wish to form a company and agree to become its members. The memorandum cannot be amended; and the articles of association - often just referred to as the articles - which are essentially a contract between the company and its members, setting the legally binding rules for the company, including the framework for decisions, ownership and control. The Companies Act 2006 provides significant flexibility to draw up articles to suit the specific needs of the company, provided it acts within the law.
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The central feature of an unincorporated business is personal liability for the sole trader, partner or member of the partnership. Those individuals enter into contracts including leases and employment contracts and other obligations on behalf of their organisation and they are responsible for its debts and other liabilities. This means their personal assets are at risk if the assets of the business are not sufficient to cover all the debts and liabilities. Contact us to see how we can assist you.
Its members, those who have invested into the business, own a limited company and as the name suggests they enjoy limited liability – i.e. the company's finances are separate from the personal finances of their owners & as a rule, creditors of the business may only pursue the company's assets to settle a debt. The personal assets of the owners are not at risk. There are two mechanisms for company membership: -
Company limited by shares - most companies fall into category. Members each own one or more shares in the company and are therefore known as shareholders. Shareholders' limited liability means that they only stand to lose what they have already invested or committed to invest (amounts unpaid on shares).
Company limited by guarantee - members of the company give a guarantee to pay a set sum if the company should go into liquidation.
A company must have at least one member. In a company limited by shares, each share usually has a voting right attached to it so the members are able to vote on important decisions affecting the company. The arrangement is normally one share one vote, although many companies will create different classes of share with different voting rights attached.
In a company limited by guarantee, the arrangement is usually one member one vote.
Day to day management of a company is nominally separate from its ownership and undertaken by a director or board of directors, with the core principle that they act in the interest of the company and its members. However, directors may also be members, thus the simplest form of limited company is a single member who owns the whole company and is its sole director. A company must have at least one director (public companies described below must have two) and at least one director must be a real person.
In a company limited by guarantee, finance comes from the members, from loans or from profits retained in the business as working capital. A company limited by shares can also raise capital from shareholders in return for a stake in the business - any profits from the business are usually distributed to shareholders in the form of dividends, apart from profits retained in the business as working capital. Limited companies have a greater capacity to finance themselves with loans than unincorporated businesses, as they can use their assets as security for loans, creating a 'charge' over the company's assets. These charges are registered at Companies House, providing transparency about the extent of a company’s secured credit. Lenders, including banks and building societies will therefore typically make incorporation a condition of providing a business loan.
The limited company form is subject to stricter regulatory requirements than unincorporated forms: greater accountability and transparency is the price to pay for the benefit of limited liability. Accountability is both to the company's shareholders and to the public who may wish to deal with the business. Companies are registered at Companies House, and it is the directors’ responsibility to maintain the company’s public records – including annual accounts and an annual return about the company - and to file them at Companies House. They must notify Companies House of changes in the structure and management of the business.
If a company has any taxable income or profits, it must tell HMRC that it exists and is liable to corporation tax. Companies liable to corporation tax must make annual returns to HMRC.
A company limited by shares is either a private limited company (Ltd) or a public limited company (Plc). The key difference is that the public limited company is permitted to offer shares for sale to the public. The private limited company is the most common legal form used by the vast majority of businesses - ranging from a business with a single shareholder director to large companies which have attracted large investments of private equity capital. Public limited companies usually begin life as private limited companies but later go public for the advantage that this provides in raising finance. A public limited company must have at least two directors and a qualified company secretary. It must have issued shares to the public to a value of at least £50,000. Public companies attract stricter regulation than private companies, to ensure transparency and protection for the public investor, who is often more separated from the management of the company than in a private company.
A public limited company may also become a listed company by floating its shares on a recognised stock exchange, creating a wider market for its shares. Listed companies are subject to even greater regulatory requirements in the form of listing rules and information disclosure requirements put in place to ensure the market works and maintains its integrity.
If you have questions or comments regarding this subject, are not sure or utterly confused about the subject described above, please drop us an e-mail or otherwise contact us by phone so that we can clear things up.
Limited Liability Partnership (LLP)
A limited liability partnership is a body corporate with a separate legal personality similar to a company. Unlike in a normal partnership, the members of an LLP enjoy limited liability as the name suggests -liability is limited to the amount of money they have invested in the business and to any personal guarantees, they have given to raise finance. Each member takes an equal share of the profits, unless the members’ agreement specifies otherwise.
Much like a partnership, each non-corporate member of an LLP needs to register as self-employed with HMRC, and both the LLP itself and each individual member must make annual self-assessment returns HMRC. Non-corporate members of an LLP pay income tax and national insurance contributions on their share of the profits. Additionally, LLPs must register and file accounts and annual returns at Companies House. At least two members must be 'designated members' who hold additional responsibilities - it is they who appoint auditors and sign off and file the accounts at Companies House.
Limited liability partnerships have much more freedom than companies over arranging their internal affairs, for example in the way in which decisions are made, and the way in which profits are distributed to members.
If you have questions or comments regarding this subject, are not sure or utterly confused about the subject described above, please drop us an e-mail or otherwise contact us by phone so that we can clear things up.
Community Interest Company (CIC)
A community interest company (CIC) is a form of company (limited either by shares or by guarantee) created for so called ‘social enterprises’ that want to use their profits and assets for community benefit. CICs are easy to set up and have all the flexibility and certainty of the company form, but with several special features, which ensure they serve a community interest: -
First, all companies applying to be registered as CICs must submit a community interest statement to provide the CIC Regulator with evidence that they will satisfy a community interest test defined in law. The company must continue to satisfy the test for as long as it remains a CIC, and must report annually to the Regulator.
Second, a CIC must have an 'asset lock' which restricts the transfer of the company's assets (including any profits generated by its activities) to ensure that they are used for the benefit of the community.
Third, CICs are subject to caps on dividends and interest payable – to strike a balance between encouraging people to invest in CICs and the principle that the assets and profits of a CIC should be devoted to the benefit of the community.
If you have questions or comments regarding this subject, are not sure or utterly confused about the subject described above, please drop us an e-mail or otherwise contact us by phone so that we can clear things up.
Charitable Incorporated Organisation (CIO)
The charitable incorporated organisation (CIO) is a new legal form, which will be available to charities in England and Wales from 2012. Currently charities wanting to incorporate normally do so as a Company Limited by Guarantee - which means dual registration with Companies House and the Charity Commission and dual regulation under company law and charity law.
CIO status will offer the benefits of incorporation, but the organisation will only be registered with the Charity Commission and regulated under the charity law. The new form is expected to be used primarily by small and medium charities. Like any charity, the organisation's profits and assets will be locked in for charitable purposes.
If you have questions or comments regarding this subject, are not sure or utterly confused about the subject described above, please drop us an e-mail or otherwise contact us by phone so that we can clear things up.
Business Start-Up for Non-UK Residents: Why to Incorporate?
Legal personality: an incorporated business is itself a legal entity in its own right. This means that the company itself enters into contracts, employs staff, leases property and has obligations and liabilities.
Limitation of risk: incorporation as a company or industrial and provident society (society) limits personal liability, (although it does not remove it altogether). There is, however, a comfort in the debts and obligations of most incorporated organisations being the responsibility of the corporate organisation and not its individual management committee members, shareholders or members. Incorporation is an important consideration if the social enterprise intends to employ more than a few staff, take onsignificant property interests or undertake major contractual obligations.
Clear ownership structure: unincorporated organisations can operate relatively informally; being governed only by their constitutions, though this means powers and processes for decision making can be unclear. Incorporation involves the formalisation of governance structures within a legislative framework.
Developing a sense of ownership: incorporation provides an established formal structure for stakeholder membership.
Accountability and disclosure giving public confidence: with limited liability come regulation and disclosure requirements. Limited companies have to have a registered address, file their constitutions, annual accounts and prescribed details of their directors etc.
Recognition by financial institutions and investors: many banks and financial institutions will insist on incorporation before providing loan finance. The company limited by shares, in particular, is well understood as an accountable vehicle of capitalism.
Company Registration: About the Minimum Number of Officers You Need
A private company limited by shares in England or Wales must have at least one director, one shareholder, and may have a secretary. You need at least one person to form this type of company. If there is only one director, and that director is a natural person in your company, that director can also act as the secretary. A company must have at least one director who is a natural person. This requirement is met if the office of director is held by a natural person as a corporation sole or otherwise by virtue of an office.
You can register a sole director' company, if you are familiar with the secretaries duties and responsibilities, because all of them belongs to a sole director. The directors and secretary of your company can also be shareholders.
The Companies Act imposes no restriction on the minimum age of company directors. However Companies House will actively discourage the appointment of anyone under the age of 16 from taking up a company directorship on the grounds that the individuals concerned may not fully understand the legal liabilities that go with the position and for the most part will not have the experience necessary to perform the duties of a company director.
Under the Companies Act 2006, there is no restriction on any or all of the members/shareholders being from an overseas country (i.e. outside the United Kingdom in terms of residency, domicile, citizenship, place of incorporation or all or any of those concepts). Nevertheless, this general proposition may be subject to any applicable foreign investment rules, which may apply from time to time.
It is a criminal offence to appoint a non-existent, not permitted for use or fake details for the company' officers appointments.
Setting Up a Company: The Importance of a Company Secretary
It was a legal requirement to appoint a company secretary before the introduction of the Companies Act 2006. Now that it is no longer a requirement, many companies make the mistake of thinking that a company secretary is not necessary, which is not the case. People tend to overlook and in turn, underestimate the duties of a company secretary.
The word secretary carries with it many connotations that seem daunting, which may be a reason why directors neglect the role of appointing a company secretary in the first place. However, this does not change the responsibilities that companies adhere to and the tasks that secretaries must do. In the majority of instances, companies will not appoint a secretary, and if they do, the director often adopts the role additionally.
By performing two roles in a company, this may affect your business as the likelihood of forgetting to conform to certain obligations rises. There is also the issue of additional stress that will apply to the person undertaking the extra role, and this may affect their duties all-round. The aim of this page is to explain at length what a company secretary does, and to show the vast implications the absence of a secretary can have on your company.
We will also demonstrate how having a company secretary can greatly affect the progress, efficiency, and overall success of your company, and be an asset - rather than a hindrance – to your business.
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Company secretaries are also frequently involved with making sure the company is legally compliant in areas such as health and safety and data protection. They are also often asked to sign leases on behalf of the board or act as a signatory more generally & may also get involved in negotiations with outside advisers, including accountants and lawyers. If a company has a company secretary, directors will usually delegate their responsibility for ensuring sending up-to-date information to Companies House to the secretary.
While the Companies Act does not specify the role of the secretary, their duties are often determined in the employment contract. The secretary is responsible for filing annual returns and other statutory company documentation, and assuring that Companies House is aware of any changes to the company structure, including the addition or subtraction of members and the changes of registered office address. Individuals can complete many of these tasks by visiting the Companies House website, using their web filing system.
Company Registration for Non-UK Customers: Provision of Nominee Director and Nominee Shareholder Services
The names of the director(s), secretary, and shareholder(s) of your company will be available on the public records. People often need to retain anonymity for valid commercial reasons, and achieve this by using a nominee to publicly hold their interest for them. We offer a range of nominee services to cater to the varying needs of our clients. Our nominee services are charged annually, and must be renewed each year if you want to continue using them. A renewal invoice for the nominee officers service will be issued each year prior to the renewal date. The fees for the provision of nominee officers are payable in advance each year and are non-refundable, i.e. they cover a whole year or part thereof.
We do not provide a nominee director service for a company with the following activities: -
Financial service;
Information technology;
Telecoms;
Pharmaceutical, biotech, healthcare, care of minors or vulnerable persons;
Waste disposal, utilities, oil and gas, nuclear or any fuel industry;
Civil engineering, passenger transport, scaffolding, steeplejacks or demolition/tunnelling;
Any educational industry.
If you require VAT registration for your company, please call us prior to apply for nominee services.
Important Tips:
We offer different options of nominee director' services. We can offer you nominee directors for dormant and trading companies. If you have questions or comments regarding nominee directors, are not sure or utterly confused about the subject described above, please drop us an e-mail or otherwise contact us by phone so that we can clear things up.
It is not uncommon for clients to engage our nominee shareholders service to retain anonymity for the purpose of confidentiality. Our service entails the nominee shareholders holding the shares on trust for the beneficial owners. Only the nominee shareholder's name will be identified on the register of shareholders.
Our nominee shareholders service provides each client with a signed declaration of trust in which the appointed nominee shareholder holds shares on behalf of the beneficial owner. The nominee shareholder is not the legal owner of the shares. The shares shall be returned to the beneficial owner when the service is terminated or transferred to another party as per beneficial owner's request. All income and capital gains on the shares held belong to the beneficial owner.
Our nominee shareholders service guarantees complete confidentiality. Your identity as the beneficial owner(s) is only known to us, and not placed on public record at the company's registry.
Due to the implementation of 2007 Money Laundering Regulations (EC Third Money Laundering Directive) on 15 December 2007, it is now necessary for all Trust and Company Services providers including company formation agents to register with the HM Revenue & Customs and to put anti-money laundering systems into place. We are therefore required to ask for a scanned identification of company directors and beneficial owners of companies via e-mail first before we can undertake to provide a nominee secretary and nominee director and/or a nominee shareholder services for your company.
Within 14 days we will require you to post us a recent utility bill showing your real ("shadow") directors and beneficial owners of companies names and current addresses and also a passport or a driving licence. These can be original documents or copies certified by a solicitor, notary public or commissioner for oaths. If you are an overseas-based client, you should provide us a copy of your passport and utility bill with the notarised translation into English.
We can process the order immediately to form your new company and provide a nominee service but will have to file a change of nominees to the details of the purchaser of the company if the due diligence information is not provided within 14 days of the commencement of the service. Where we have provided a nominee service at your request and subsequently have to file a change of nominee details because you have failed to provide due diligence no refund will be given.
Limited Company Registration for Non-UK Residents: About the Corporate Secretarial Service
Coddan is able to offer professional secretaries services to deal with the more complicated aspects of corporate secretarial procedures. We provide limited company secretarial advice and prepare any documentation to cope with that 'one-off' situation that may arise from time to time. We pride ourselves on our efficient, professional, and expert service. We can advise on and prepare the documentation to: -
Adopt a new memorandum and articles of association;
Increase or decrease the share capital;
Change the limited company name, objects etc.;
Convene annual and general meetings;
Minute of members' meetings;
Assist with the restoration of a dissolved limited company;
Draft board minutes to approve and authorise the signing of deeds or contracts;
Draft board minutes to approve any amendment to the limited company account bank mandate;
Reconstruct statutory registers;
Production, approval, and filing at Companies House (electronic or otherwise) of annual returns;
Preparation of dormant accounts (we can also help to prepare trading accounts for an additional fee);
Filing of statutory accounts with Companies House and HMRC once approved by members;
Filing at Companies House as appropriate forms relating to the appointment, resignation, or change of address of members, directors, and secretaries (up to two changes per annum) or changes to the accounting reference date.
Registration of Your Limited Company with the HRMC
When your limited company is formed and registered at Companies House, Companies House tells HMRC that this has happened. This applies whether you start your business as a limited company or change from a sole trader or partnership to a limited company. It also applies whether or not your company is active or has started trading. HMRC sends a newly formed company an introductory pack within six weeks of being told by Companies House that the new company exists. This pack contains corporation tax forms and explanatory notes for new companies. The pack is usually sent to your company's registered office, which may or may not be the same address that you trade from.
You should complete and send a completed form (new company details) to your corporation tax office as soon as possible. If your company is dormant, you should complete a dormant form instead. It is important to complete these forms as HMRC uses the information you provide to work out your corporation tax paying and filing deadlines. They will send you a form to confirm these deadlines, unless you have told HMRC that your company is dormant. If your new company has not yet started trading you need to tell HMRC as soon as possible if your company has been set up but is not yet trading or engaging in any business activity. In other words, your company is dormant.
Penalties for not Telling HMRC Your Company is Liable for Corporation Tax
If your company or organisation has corporation tax to pay but you do not receive a 'Notice to Deliver a Company Tax Return' from HMRC, you still must tell HMRC it is liable for corporation tax. If you do not, your company or organisation may be charged a penalty. HMRC calls this a 'failure to notify' penalty. Where the obligation to tell HMRC that your company or organisation is liable for corporation tax takes place on or after 1 April 2010, the penalty is based on the amount of tax that is unpaid or that your company or organisation is liable for. This is called the 'potential lost revenue' or 'PLR'.
What we can offer you: -
To avoid any potential problems with the HRMC, we can offer you a straightforward registration of your company with the HRMC to confirm is your company is trading or not.
We can wait for an introductory pack from the HRMC, and then complete it & register with the HRMC for your behalf.
We can be appointed as your corporate tax-agent.
As soon as we will register your company with the HRMC we will be able to apply for an unique tax registration number for behalf of your company.
If you have questions or comments regarding this subject, are not sure or utterly confused about the subject described above, please drop us an e-mail or otherwise contact us by phone so that we can clear things up.
About the Tax Authorised Agent Service for Non-UK Domiciled Customers
Coddan may be register with the Inland Revenue and act as the registered tax authorised agent for your company. It allows you to use us as your authorise agent to act on your company behalf for specific matters, such as: - tax affairs including self-assessment and National Insurance; tax credits; PAYE for employers. Our tax authorised agent services are charged annually, and must be renewed each year if you want to continue using them. Please note that our authorised agent services are not including bookkeeping, accountancy and tax preparation services.
Why are Authorisations Needed?
HMRC has a strict legal duty of confidentiality in respect of the information it holds on customers. The unauthorised disclosure of this information is a criminal offence. HMRC cannot risk divulging information to anyone who has not been properly authorised to receive that information. Customers would not want their personal information disclosed to third parties without their consent.
Non-UK Residents Who Owns or Run a UK Registered Company
HRMC suggests that all non-UK residents who own a company registered in the United Kingdom, or who run a UK company as non-UK resident directors should appoint a UK based tax-representative to deal with HMRC on your behalf when you start a new company or organisation and for all your other corporation tax affairs.
Incorporate a Company in the UK: About the Accounting Reference Date
Every company has a duty to keep accounting records and must prepare annual accounts that report on the performance and activities of the company during the year. The period reported on in the accounts is called the financial year. This starts on the day after the previous financial year ended or, in the case of a new company, on the day of incorporation. For all new companies, the first accounting reference period is automatically set as the first anniversary of the last day in the month in which the company was incorporated. For example, if the entity was incorporated on 10 June 2011 its accounting reference day would be set at 30 June, and the first accounts would cover a period from 10 June 2011 to 30 June 2012 - or up to seven days either side of that date.
Can the Accounting Reference Date be Changed?
Yes, but the change can only be made to the current or the immediately previous accounting reference period and you have to register the new accounting reference day before the filing deadline of the accounts. In other words, if Companies House is expecting accounts for a particular accounting reference period and they become overdue, it is too late to say that you wanted to change the accounting reference day. You may wish to change the accounting date: -
To bring your financial reporting into line with the tax year to simplify tax calculations;
To bring your financial reporting into line with other businesses in your group;
To bring it in line with commercial or seasonal factors relating to your trade;
To give you more time in which to prepare your accounts.
If you have questions or comments regarding this subject, are not sure or utterly confused about the subject described above, please drop us an e-mail or otherwise contact us by phone so that we can clear things up.
Establish a Limited Company: About the Annual Returns and Accounting Records
Every company must deliver an annual return to Companies House at least once every 12 months. The company's directors and secretaries are responsible for ensuring that they deliver the annual return to Companies House within 28 days after the anniversary of incorporation of a limited company or of the anniversary of the made-up date of the last annual return. If you do not deliver the company's annual return, the Registrar might assume that the company is no longer carrying on business or in operation and take steps to strike it from the register. An annual return is a snapshot of certain company information at the made-up date. It is a separate document from a company's annual accounts. An annual return must contain the following information: -
The name of the company;
Its registered number;
The date to which the annual return is made-up (the made-up date);
The principal business activities of the company;
The registered office address of the company;
The address (single alternate inspection location - SAIL) where the company keeps certain company records if not at the registered office, and those records held there;
The details of all the company's members (corporate or individual), directors and secretaries.
Accounting Records
Every company, whether or not they are trading, must keep accounting records. Accounting records must in particular contain: -
Entries showing all money received and expended by the company; and
A record of the assets and liabilities of the company.
Also, where the company's business involves dealing in goods, the records must contain: -
Statements of stock held by the company at the end of each financial year;
All statements of stock takings from which you have taken or prepared any statements of stock; and
Statement of all goods sold and purchased, other than by ordinary retail trade. This should list the goods, the buyers, and sellers.
Where Must a Company Keep Its Accounting Records?
A company must keep its accounting records at its registered office address or a place that the members think suitable. The records must be open to inspection by the company's members and officers at all times. If the company holds the records at a place outside of the UK, it must send accounts and returns at least every six months and keep them in the UK. Those accounts and returns must disclose the financial position and enable the members to prepare accounts that comply with the requirements of the Companies Act, including where the accounts are prepared using International Accounting Standards.
Remember
It is a criminal offence not to deliver the company's records every six months and keep them in the UK, if the company holds records outside of the UK, for which Companies House may prosecute the company and its members and directors. In addition, there is a civil penalty and fine for failure to comply with the Law.
How Long Must a Company Keep Its Records?
Limited companies must keep accounting records for 3 years from the date they were made.
What if I Deliver the Accounts Late?
Failure to deliver accounts on time is a criminal offence. In addition, the law imposes a civil penalty for late filing of accounts on the company. The amount of the penalty depends on how late the accounts arrive.
What if the Filing Deadline Falls on a Sunday or a Bank Holiday?
If a filing deadline falls on a Sunday or Bank Holiday, the law still requires you to file the accounts by that date. You should ensure that you send acceptable accounts in time to arrive before such a deadline. It is the date that you deliver acceptable accounts, which meet the relevant legal requirements to Companies House that is important, not the date that you sent the accounts.
What if I do not Submit Accounts to Companies House at All?
If the Registrar believes that a company is no longer carrying on business or in operation, he could strike it off the register and dissolve it. If this happens all the assets of the company, including its bank account and property, generally become the property of the Crown. Failure to deliver documents is a criminal offence. All the members and directors of the company risk prosecution. On conviction, members could end up with a criminal record and a fine of up to £5,000 for each offence. This is separate from the civil penalty imposed on the company for late filing of accounts.
UK Companies Formation & Single Alternative Inspection Location for Statutory Books
The company may keep its records for public inspection at a single alternative inspection location (SAIL), rather than at the company's registered office, provided Companies House is notified of this. Coddan can provide you with this service by lodging the necessary form with Companies House so that Coddan' address will be used as the SAIL address of the company. Coddan will hold the statutory registers of the company which will be kept in the firm's strong room for safekeeping. Coddan' address will be used as the SAIL address in respect of the company's statutory books. We will ensure that all routine documentation is filed at Companies House, including the annual return and will maintain the company's statutory books.
Directors service address: directors can now prevent their residential address from being placed on the public register by registering a service address. Coddan are able to provide directors with a service address at our office in London. We will lodge with Companies House the necessary forms for the removal of your residential details from the public register and replace it with our address.
If you have questions or comments regarding this subject, are not sure or utterly confused about the subject described above, please drop us an e-mail or otherwise contact us by phone so that we can clear things up.
Establish a Limited Liability Company: How HMRC Check Your Tax
HMRC has one set of powers for these taxes to: -
Visit businesses to inspect premises, assets and records;
Ask taxpayers and third parties for more information and documents.
Most people take care to declare and pay the right amount of tax on time. HM Revenue & Customs (HMRC) use penalties to stop people who do not take care from gaining an unfair advantage. After listening to taxpayers, accountants and others, HMRC are changing some penalties to make them simpler and more consistent. A penalty may be due if your return or other tax document was inaccurate and tax has been unpaid, understated, over-claimed or under-assessed as a result. You may also face a penalty if you do not tell HMRC that an assessment is too low. You will still have to pay the tax due, and in some cases interest as well.
Your behaviour can affect the penalty and HMRC may reduce the percentage they charge if you: -
Tell HMRC as much as you can about your tax;
Help HMRC work out what tax is due;
Give the HMRC access to your records and calculations.
VAT and Excise Wrongdoing Penalties HMRC will apply wrongdoing penalties where a person: -
Issues an invoice that includes VAT which they are not entitled to charge;
Handles goods on which Excise Duty has not been paid or deferred;
Uses a product in a way that means more Excise Duty should have been paid;
Supplies a product at a lower rate of Excise Duty knowing that it will be used in a way that means a higher rate of Excise Duty should be paid.
This penalty applies to anyone registered for VAT or excise, anyone who should be registered to pay VAT or excise duties and to other members of the general public. If you have questions or comments regarding this subject, are not sure or utterly confused about the subject described above, please drop us an e-mail or otherwise contact us by phone so that we can clear things up.
Establish a Non-UK Resident Business: Keeping Your Accounting Records
Your company accounting records must be kept in England or Wales, if your company will be registered there. A company must keep its accounting records at its registered office address or a place that the members and directors think suitable. The records must be open to inspection by the company's members and officers at all times.
If the company holds the records at a place outside of the UK, it must send accounts and returns at least every six months and keep them in the UK. Those accounts and returns must disclose the financial position and enable the members, directors and secretary to prepare accounts that comply with the requirements of the Companies Act, including where the accounts are prepared using International Accounting Standards.
The company's accounting records must be made available for inspection by any member of the company and by any other person upon the payment of not more than £3.50 per hour per inspection. We need to receive a writing notice seven days before the inspection.
We offer a service whereby we keep your company accounting records at our registered office address for you to be available for public inspection. Keeping your company accounting records at our registered office address service is charged annually, and we may keep your corporate documents in electronic or in hard bounded copies.
Is My Company a Dormant or Not?
In any given period, a company is dormant if it does not carry out any accounting transactions, disregarding the following: -
Payments for membership issued on formation of the company;
Fee paid to Companies House to change the company's name;
Fee paid to Companies House on filing an annual return; and
Payment of a civil penalty for late filing of accounts.
Dormant companies must file dormant accounts with Companies House and Inland Revenue. If a company commences trading or carries out any transaction (other than those listed above) then it will cease to be dormant and normal company accounts will have to be filed.
About the Package and Our Service
Coddan offers fixed fee for the dormant account package to limited companies. Our professional accountants will take care of your dormant company account preparation and filing with Companies House for you. We create the minutes of the directors and shareholders’ meetings required to approve the accounts.
With this package we will also file an annual return for behalf of your company on time, and register it with the Companies House. At the end of the financial year, we will also prepare and file your company dormant account with the Companies House and Inland Revenue (HMRC).
We will also provide you an exclusive certificate of the dormant status of your company. Your certificate will be printed in an elegant format, sealed, and laminated, this document fully compliance with the Companies Act 2006 and Finance Act 2008.
Please be reminded that failed to file your dormant company account by the deadline given by Companies House, your company must pay late filing penalty of £150.00 for a day late, £375.00 if it is three months late and up to £1,500 if more than 6 months late.
About the Trading Company and Trading Account Package
he company tax return asks for details of the company's income and related information. Every company gets the first eight pages of the company tax return covering income from trades and professions, and interest or alternative finance receipts, with tax deducted, from banks, building societies or deposit takers. There are other, 'supplementary', pages covering the less common types of income, and disposals of chargeable assets.
As the director completing the company tax return, it is your responsibility to make sure that you complete the right supplementary pages. You must send them back to us on time with the rest of the company tax return, otherwise each director who was a member of the company during the return period will be liable to an initial automatic penalty of £150.00, and further penalties for continued delay.
Coddan offers the trading account packages to limited companies. Our professional accountants will take care of your company account preparation and filing with Companies House for you. We prepare the draft of accounts for your review and approval, upon approval, we will prepare the following documents: -
Minutes of the annual members' and directors' meeting;
Financial statements;
Abbreviated accounts;
Trade profit (loss) computation;
Tax return form.
Please be reminded that failed to file your company account by the dateline given by Companies House, your company must pay late filing penalty of £150.00 for a day late, £375.00 if it is three months late and up to £1,500 if more than 6 months late.
About the Basic Year-End Account & Tax Return
Key features: -
All the essentials you need to legally run your business;
Professional, friendly and non-sense sense service;
We appoint a personal account manager who is on hand to help and advise you with your queries;
No hidden extras whatsoever;
Business and personal tax advice.
Note: -
If you are applying for the accountancy package, that means that your company is not a dormant, and it means that you need you apply for a trading registered office address with us. Inclusive service: -
Initial registration with the HMRC;
Preparation and filing of an abbreviated accounts with Companies House;
Preparation and filing of full set of accounts with the HM Revenue & Customs;
Preparation and filing of the company tax return;
Dividends and personal tax review in February prior to the tax-year end;
One full and bound set of accounts (including notes);
One electronic set of accounts (including notes);
All official fees are included in our service price.
Please bear in mind that we will start to work for you only after we have received your payments and documents. Please note: -
Our fees are competitive for most financial statements of average size and complexity. Before processing begins, we will check your documentation in detail and if there are additional complexities, we may have to revise our plans and make you a personal offer. If you do not agree with our offer, we will refund back any pre-paid fees to you.
Your company counts and tax liability figure will be produced within 30 days of the year end;
Our fully trained qualified bookkeepers and accountants are all under one roof, so you won’t have waste time going between two or more companies.
What We Will Need from You
All relevant bookkeeping documents on paper or scanned;
Bank account statements;
Cash receipts (pre-assigned);
Supplier invoices (pre-assigned);
Invoices.
Options
Tax investigation insurance, employment law, regulations and & health and safety advise (via our business partner);
Professional indemnity insurance;
Keep records of all sales invoices;
Keep records of all purchase & expenses invoices;
Keep records of business bank statements;
Monthly payroll administration;
Completing annual PAYE returns (P14, P35, P11D);
Personal self-assessment tax return;
Dividend administration;
All dealings with HMRC and Companies House throughout the year.
About the Coddan' Plus Year-End Account & Tax Return
Key features: -
All the essentials you need to legally run your business;
Professional, friendly and non-sense sense service;
We appoint a personal account manager who is on hand to help and advise you with your queries;
No hidden extras whatsoever;
Business and personal tax advice.
If you are applying for the accountancy package, that means that your company is not a dormant, and it means that you need you apply for a trading registered office address with us. Inclusive service: -
Initial registration with the HMRC;
VAT registration with the HMRC;
Quarterly management accounts;
Quarterly submitting VAT returns;
Preparation and filing of an abbreviated accounts with Companies House;
Preparation and filing of full set of accounts with the HM Revenue & Customs;
Preparation and filing of the company tax return;
Dividends and personal tax review in February prior to the tax-year end;
One full and bound set of accounts (including notes);
One electronic set of accounts (including notes);
All official fees are included in our service price.
Please bear in mind that we will start to work for you only after we have received your payments and documents.
Our fees are competitive for most financial statements of average size and complexity. Before processing begins, we will check your documentation in detail and if there are additional complexities, we may have to revise our plans and make you a personal offer. If you do not agree with our offer, we will refund back any pre-paid fees to you.
Save Time
Your company counts and tax liability figure will be produced within 30 days of the year end;
Our fully trained qualified bookkeepers and accountants are all under one roof, so you won’t have waste time going between two or more companies.
What We Will Need From You
All relevant bookkeeping documents on paper or scanned;
Bank account statements;
Cash receipts (pre-assigned);
Supplier invoices (pre-assigned);
Invoices.
Options
Tax investigation insurance, employment law, regulations and & health and safety advise (via our business partner);
Professional indemnity insurance;
Keep records of all sales invoices;
Keep records of all purchase & expenses invoices;
Keep records of business bank statements;
Monthly payroll administration;
Completing annual PAYE returns (P14, P35, P11D);
Personal self-assessment tax return;
Dividend administration;
All dealings with HMRC and Companies House throughout the year.
About Our Opening Bank Account Service for Your Company
Coddan provides bank introduction service for customers who require a bank account for the UK registered company. We will take your corporate documents to the bank so that the bank can confirms the validity of the company registrations; provide the bank with any special instructions regarding your requirements. We can help to open a bank account with banks in England, Scotland, and Northern Ireland. We can also assist you to open a bank account for your UK registered entity in the Republic of Cyprus and in Republic of Latvia, (these countries are members of the EU), and we can also assist to open a bank account in Belize, Seychelles and Nevis.
We can also help to open separate accounts for behalf of your members and directors. Banks are subject to strict legal obligations that prevent them from opening an account until the necessary proofs have been provided and checked. Our fee includes assistance with the collection of all necessary documents required by banks (except apostille or notaries certification of the documents), checking of documents, and our involvement as an intermediary between you and the bank throughout the entire process.
How to Open a Business Bank Account in the UK
The following documents will be required to open account in the UK: - an original certificate of registration for your company; an original passport as a proof of ID for each company' director and account signatories (if different); an original utility bill or a bank statement (not older than three month) for each company' director and account signatories (if different) as a proof of address. These documents will need to be presented entries showing all money received and expended by the company; and alt= to the bank at the meeting Coddan will book for you. Your documents will be photocopied and certified by the bank as true copies of originals. Please bear in mind that additional documents might be requested by the bank if members/signatories are based outside the UK or EU.
How to Open a Business Bank Account in Offshore Countries
The following documents will be required to open account in Cyprus, Belize, Seychelles and Nevis: - full set of corporate documents notarised and apostilled; for each for each company' director and account signatories (if different) - notarised or certified by a lawyer or bank a copy of passport; notarised or certified by lawyer or bank copy of ID or driving licence if you have. Notarised or certified by lawyer or bank copy of VISA statement or any credit card; an original bank reference forms (templates will be provided separately), an original utility bill (less than 3 month old) and an original bank statement as proofs of your residential address (will be returned afterwards).
All supplied documents proving identity and address must be in English language. Any documents which are in foreign language should be accompanied by the certified translation.
Incorporate a Company in the United Kingdom: Choose a Company Name
What are sensitive words and expressions?
These are words and expressions which, when included in a business name, may imply a business pre-eminence, that a business has a particular status or that a business carries out specific activities, and use of which may mislead the public as to the true position of such business.
If my company's trading name is different to the name that is registered with Companies House, do I still need to have consent to use a sensitive word in the trading name?If a firm starts trading under a new name or changes an existing name containing a sensitive word or expression on or after 1 October 2009, it must first obtain prior permission to use all such names.
My Business Intends to Carry-Out Regulated Services Activities, But it is not yet Authorised by the Relevant Government Body to do so. Can I be Granted Consent to Use a Sensitive Word or Expression Prior to Obtaining Authorisation
Any firm or individual that carries out a regulated service market activity in the UK must be authorised by the relevant government body to do so. They will not generally grant consent to a request to use a sensitive word in a proposed business name unless and until authorisation has been granted.
They therefore suggest that unauthorised firms seeking authorisation must first register at Companies House with a name that does not contain a sensitive word or expression, and that within the application for authorisation a request is made for consent of the proposed name that contains the sensitive word or expression.
If your online application contains a sensitive word, our incorporation department will contact you accordingly with instructions relating to the type of information that must be submitted.
Please Take the Note
We are charging a professional fee to receive an approval to use a sensitive word, and our fee depends on how complicated your case is. For instance, we charge only £50.00 to provide support and get the permission to use such sensitive word such as Holding, Group, UK, National, International etc. We can charge from £500.00 if your name includes such words as: Charity, Charitable, Church, Nursery, Solicitors, Accountants, Royal, King, Queen, College, Trust etc., and we will charge from £1,000 for the help with such words as: Insurance, Bank, Financial, Forex, Financial Broker, Institute, University, etc.
We base our fee on the period, of how many hours we will need to spend with the relevant government authority. Our fees do not provide you with a 100% guarantee that you will receive permission, but you can call our office to clarify this subject.
About Registering Company Names
Companies House is responsible for company registration in Great Britain. Company law is different from trade mark law. You cannot stop someone using a trademark, which is the same or similar to yours, just by registering your name with Companies House. There is no guarantee that the name of a company accepted for registration at Companies House is acceptable as a registered trademark.
The company name may not qualify as a trademark because, for example: -
It is not considered distinctive;
It is a descriptive word or term;
It may indicate geographical origin;
It may already be registered in someone else's name.
The following examples of company names would not be accepted as trademarks: -
'Reliable Builders'
'Cheap Car Insurance Company'
In the same way, a trademark, which is a word, might not be accepted for registration at Companies House.
About the Possible Trademark Infringement
You should be careful not to register a company under a name which infringes a registered trade mark. If your company name infringes a registered trademark you could be sued by the owner of that trademark. You should definitely not use a company name which misleads the public into believing that your business is that of another business. Registration of a limited company name with Companies House only prevents others from registering a company under the same name: it does not legally protect your company name, nor does it protect you against trade mark infringement. It is often advisable to conduct a trademark search before registering your company, and to register your limited company name as a trademark. If Companies House is informed that your company name infringes a registered trademark, they will direct you to change your company name, and additional fees will apply.
Non-UK Resident Company Establishment: Trade or Business Name Registration
Business or trading name may be used by a limited company (e.g. John Doe Services LTD may trade as a 'J. Doe's Bakery'). The use of a business name does not create a separate legal entity from a company, which is using the name. With this option we will prepare all necessary paper forms to allocate a trade name to your limited company' name. We will also provide you an exclusive certificate of the trading name adoption.
Open a Business Enterprise in the UK: About the Trademark Registration Service
Amongst other benefits, registering your trademark: -
Secures a statutory monopoly. It will give you the exclusive right to use your mark for the goods and/or services that it covers in the UK.
Deters others from using your trade mark. A trade mark registration can be used to prevent the registration or use of an identical or similar mark by another individual or company.
Makes it your property which means you can sell it or license the use of it to others in exchange for payment.
Can add quantifiable goodwill and value to a business on sale.
Costs: we can take care of the registration process from start to finish.
Stage 1 - Filing
To file a UK trade mark application in one class we charge a fixed fee of £350.00. Of this, our legal charges for preparing and filing the application are just £150.00. The official filing fee is £200.00.
For each additional class we charge a fixed fee of £100.00. Of this, our legal charges are £50.00 and the official fee is £50.00.
It is possible to file a fast-track application which will be examined within 10 business days after filing for an additional £300.00 cost.
Stage 2 – Prosecution
After filing your application, we charge on a time and materials basis for the work we undertake through to the registration of the mark. Our charges will depend upon how straightforward the application is and whether it receives any objections. This is not something we can predict with absolute certainty, although we do aim to warn you if your application is likely to be problematic. There are a wide variety of objections that can be raised by an examiner including that your trade mark is descriptive and not distinctive e.g. the trademark SHOES for a 'shoe store'.
In the event of an objection, we would need to respond to the examiner. Responding to objections may include presenting evidence of use, engaging in correspondence and/or attending a hearing with the examiner. A third party may oppose your trade mark application on a number of grounds including that it is identical or similar to their trademark and that there exists a likelihood of confusion between your proposed trademark and their registered trade mark. In the event of an opposition, we will advise you of your additional legal charges and expenses before proceeding on your behalf. Note that most but not all trademark applications are straightforward and go through without significant objection or opposition.
Total cost: you are looking at an estimated total cost of £600.00 if the application proves straightforward and is registered in one class only.
Create a New Business Entity: Authorised Share Capital
A company's issued share capital is usually at least £1.00, but can be far greater to take account of the number of shareholders and their individual control of the company. If you choose the standard share capital option, we shall proceed on the basis that there is only one class of ordinary shares of £1.00 and they are to be fully paid up.
The company may be registered with share capital that is greater than the amount it needs as initial working capital. After satisfying that need, it will therefore have a number of un-issued shares that the board can keep in reserve for future share issues. When applying for the alternative share capital for your company, please make sure that the value per share is not less than £1.00. If you desire to have value per share less then £1.00 (for example 10p or 1p) you will need to apply for the paper filing for your company at additional charge. If you want to register a company with a non-standard share capital and issue special shares, it is often advisable to contact us before registering your company.
The following are descriptions of some typical classes of shares. There are no legal definitions of such classes and shares with the same name (e.g. preference shares) will have different rights in different companies.
Ordinary Shares
Most companies have just ordinary shares. They carry one vote per share, are entitled to participate equally in dividends and, if the company is wound up, share in the proceeds of the company after all the debts have been paid. Some companies create different classes of ordinary shares, e.g. 'A' ordinary shares, 'B' ordinary shares, etc. This is done to create some small difference between the different classes, e.g. to allow the directors to pay different dividends to the holders of the different share classes, or to create deadlock articles, or to distinguish between the shares so that different rules apply for share transfers, etc. There can also be ordinary shares in the same company that are of different nominal values, e.g. £1.00 ordinary shares and 10p ordinary shares. If each share has one vote (regardless of its nominal value) the holder of the 10p shares will get 10 votes for every £1.00 paid for them, while the holder of the ?1 shares only gets one vote per £1.00.
Non-Voting Shares
Non-voting shares carry no rights to attend general meetings or vote. Such share are widely used to issue to employees so that some of their remuneration can be paid as dividends, which can be more tax-efficient for the company and the employee. The same is also sometimes done for members of the main shareholders' families. Preference shares are often non-voting.
Redeemable Shares These are shares issued on terms that the company will, or may, buy them back at some future date. The date and terms may be fixed (e.g. that the shares will be redeemed five years after they are issued, perhaps at a price different from their nominal value). This can be a way of making a clear arrangement with an outside investor. They may also be redeemable at any time at the company's option. This often done with non-voting shares given to employees so that, if the employee leaves the company his shares can be taken back at their nominal value. There are statutory restrictions on the redemption of shares. The main requirement, like a buy-back, being that the company may only redeem the shares out of accumulated profits or the proceeds of a fresh issue of shares (unless it makes a permissible capital. Preference shares are often redeemable.
Preference Shares
These will usually have a preferential right to a fixed amount of dividend, expressed as a percentage of the nominal (par) value of the share, e.g. a £1, 7% preference share will carry a dividend of 7p each year. It is, however, still a dividend and payable only out of profits. The dividend may be cumulative (i.e. if not paid one year then accumulates to the next year) or non-cumulative. The presumption is that it is cumulative. The dividend is usually restricted to a fixed amount, but alternatively the preference share may be participating, in which case it participates in profits beyond the fixed dividend under some formula. Preference share are often non-voting (or non-voting except when their dividend is in arrears). They are sometimes redeemable. They may be given a priority on return of capital on a winding up. Often they will not be entitled to share in surplus capital (i.e. they only get their £1.00 back on each £1.00 share).
Deferred Ordinary Shares
Shares on which no dividend is paid until other classes of shares have received a minimum dividend. Thereafter they will usually be fully participating.
Management Shares
A class of shares carrying extra voting rights so as to retain control of the company in particular hands. This may be done by conferring multiple votes to each share (e.g. they carry ten votes each) or by having a smaller nominal value for such shares so that there are more shares (and so more votes) per £1.00 invested. Such shares are often used to allow the original owners of a company to retain control after additional shares have been issued to outside investors.
Formation Company in the UK: Memorandum & Articles of Association
Coddan' special drafted and solicitors adopted memorandum and articles of association, which can be used not only in the UK, our own memorandum and articles of association will be very useful and accepted in other overseas countries. We do not use the Companies House' standard model of the memorandum and articles as most of others UK companies formation agents. Our standard version of the memorandum and articles of association is very widely drawn, and is suitable for most types of business. An electronic copy of our standard memorandum and articles of association is included with your company formation. Additional printed and bound copies of our standard memorandum & articles of association can be provided, either at the time of original incorporation or at a later date.
If you want to have specifically drafted objects and clauses included in the memorandum and articles of association of your company, simply send them to us, and we will include them.
Company Incorporation in Great Britain: Registered Office Address
Your company must have a registered office address within England or Wales; this is the official address of your company and will be on the public record as such. Companies House, HMRC, and other authorities will use the registered office address of your company to send official documents, and they will assume that such documents have been received by the company' officers. Your company must hold its official corporate' documents at its registered office address: its register of members, and its constitutional documents.
Because people have the right to visit your office to see these documents, your registered office address must be a physical address: it cannot be a post office box address. So long as you maintain a registered office address in England or Wales, and keeping your company documents within England or Wales, you can conduct your business from any place in the world: you do not have to run your business from your registered office address. It is a criminal offence to provide a non-existent, not permitted for use or a fake registered office address.
We offer a service whereby we supply a prestigious address for you to use as your company's registered office address and we forward your private company's official mail to you (we are forwarding an official mail to our UK based customers free of charge, at the same we are charging a small fee for this service to clients who are based overseas).
This service is particularly useful for small businesses, such as those being run from home, who would like a separate, prestigious registered office address to be displayed on the public record, and for private companies owned by overseas residents who still need a local registered office address but would rather not open local offices.
Our registered office address service is charged annually, and includes mail forwarding of an official mail (mail from Companies House and HMRC) within the UK only; it does not include the forwarding of an official mail overseas nor general business mail.
When you register a company, its status will be either trading, meaning that it will be conducting business, or dormant, meaning it will remain inactive from the moment of registration. Whether your private limited company is trading or dormant, you are still required to have a registered office address. If your private company is trading, you are also required to display the company name outside or inside the registered office address so that it is visible in plain sight for any potential clients, visitors, or governing authorities to see should they need to inspect records. However, if your limited company maintains a dormant status, you do not have to proclaim your company name.
It is important to have a clear idea of whether your company is going to be dormant or trading, as you may unwittingly incur a penalty by failing to abide by a few simple regulations. If your company is active, the fee for the provision of our registered office address is slightly higher, and must be renewed annually.
If you wish to pay for the provision of a registered office address for a trading limited company using monthly instalments, please add this onto the additional comments section of the form, and we will then refund you the difference after we receive payment in full (however, if clients are unable to pay by Direct Debit we will be unable to take monthly payments and they will therefore have to pay for the whole order before we proceed).
One must take into consideration that the higher fees for the active companies will cover the cost of numerous additional provisions that do not apply to dormant companies. For example, the registered office address service for active companies will include the display of your company name in our reception area so that any visitors that have business with your company can clearly identify it.
In addition, if you are a trading company, it is often common for government authorities from Companies House or the Inland Revenue to do surprise inspections, or to investigate the records of your company (which we keep electronic files of). This issue will not apply to dormant companies, as they will not have traded. If someone comes to our office to inspect your company records, we will need to aid this person in their duties, which can take a few hours at a time.
We can offer our clients that are thinking of registration a trading private company using the provision of our registered office address numerous benefits. As we have a physical office address in central London (not just a PO Box like other service providers), we can arrange for your clients to come and visit you here if they have any queries regarding your company, we will also provide our address for the further inspection, and we display the company name inside the registered office address, so that it is visible in plain sight for any potential clients, visitors, or governing authorities to see should they need to inspect records.
The provision of a registered office address is fully comply with the Companies Act 2008 and the Companies (Trading Disclosures) Regulations 2008.
Disclosures Relating to Registered Office and Inspection Place
A limited company shall disclose: -
(a) The address of its registered office; (b) Any inspection place; and (c) The type of company' records which are kept at that office or place, to any person it deals with in the course of business who makes a written request to the company for that information.
The limited company shall send a written response to that person within five working days of the receipt of that request.
Where Can You Keep These Records?
You may keep all or any of these records at the company's registered office. The company may choose an alternative location to make these records available for inspection. The company can only have one alternative location to the registered office at any given time. That location must be in the same part of the UK as the registered office, e.g. a company registered in England and Wales can have an alternative inspection location in England and Wales only, but not in Scotland or Northern Ireland.
The company may choose to keep some records at its registered office and some at its alternative inspection location provided that all the records of a type are kept together.
Offence
Where a company fails, without reasonable excuse, to comply with any requirement in regulations, an offence is committed by: -
(a) The company; and (b) Every member and officer of the company who is in default.
A person guilty of an offence is liable on summary conviction to: -
(a) A fine not exceeding level 3 on the standard scale; and (b) For continued contravention, a daily default fine not exceeding one-tenth of level 3 on the standard scale.
For the purposes of this regulation a shadow director is to be treated as an officer of the company.
Requirement to display registered name at registered office and inspection place: -
3. (1) A company shall display its registered name at (a) Its registered office; and (b) Any inspection place. (2) But paragraph (1) does not apply to any company which has at all times since its incorporation been dormant.
Requirement to display registered name at other business locations: -
4. (1) This regulation applies to a location other than a company's registered office or any inspection place. (2) A company shall display its registered name at any such location at which it carries on business.
Manner of display of registered name: -
5. (1) This regulation applies where a company is required to display its registered name at any office, place or location. (2) The registered name shall be so positioned that it may be easily seen by any visitor to that office, place, or location.
Registered name to appear in communications: -
6. (1) Every company shall disclose its registered name on (a) Its business letters, notices and other official publications; (b) Its bills of exchange, promissory notes, endorsements and order forms; (c) Cheques purporting to be signed by or on behalf of the company; (d) Orders for money, goods, or services purporting to be signed by or on behalf of the company; (e) Its bills of parcels, invoices and other demands for payment, receipts and letters of credit; (f) Its applications for licences to carry on a trade or activity; and (g) All other forms of its business correspondence and documentation. (2) Every company shall disclose its registered name on its websites.
Offence: -
10. (1) Where a company fails, without reasonable excuse, to comply with any requirement in regulations 2 to 9, an offence is committed by: - (a) The company; and (b) Every officer of the company who is in default. (2) A person guilty of an offence under paragraph (1) is liable on summary conviction to: - (a) A fine not exceeding level 3 on the standard scale; and (b) For continued contravention, a daily default fine not exceeding one-tenth of level 3 on the standard scale. (3) For the purposes of this regulation a shadow director is to be treated as an officer of the company.
Starting Business in the UK: Appoint Your Own Candidates
A private company limited by shares in England or Wales must have at least one director, one shareholder, and may have a secretary. You need at least one person to form this type of company. If there is only one director, and that director is a natural person in your company, that director can also act as the secretary. A company must have at least one director who is a natural person. This requirement is met if the office of director is held by a natural person as a corporation sole or otherwise by virtue of an office.
You can register a sole director' company, if you are familiar with the secretaries duties and responsibilities, because all of them belongs to a sole director. The directors and secretary of your company can also be shareholders.
The Companies Act imposes no restriction on the minimum age of company directors. However Companies House will actively discourage the appointment of anyone under the age of 16 from taking up a company directorship on the grounds that the individuals concerned may not fully understand the legal liabilities that go with the position and for the most part will not have the experience necessary to perform the duties of a company director.
Under the Companies Act 2006, there is no restriction on any or all of the members/shareholders being from an overseas country (i.e. outside the United Kingdom in terms of residency, domicile, and citizenship, place of incorporation or all or any of those concepts). Nevertheless, this general proposition may be subject to any applicable foreign investment rules, which may apply from time to time.
What is the Role of a Company Secretary?
While the legislation does not generally specify the role of the company secretary, the company secretary might normally undertake the following duties: -
Maintaining the statutory registers.
Monitoring changes in share ownership of the company.
Ensuring that the company files statutory information promptly.
Providing members and directors with notice of meetings.
Organising, preparing agenda for, and taking minutes of, meetings.
Dealing with correspondence before and after meetings, collating information, writing reports, ensuring decisions made are communicated to the relevant people.
Providing members with proposed written resolutions and auditors with any passed resolutions.
Sending copies of resolutions and agreements to Companies House.
Supplying a copy of the accounts to every member of the company, every debenture holder and every person who is entitled to receive notice of general meetings.
Arranging the general meeting and co-ordinating production of the annual report.
Keeping, or arranging for the keeping, of copies of all resolutions of members passed otherwise than at general meetings, minutes of all proceedings and general meetings.
Ensuring that people entitled to do so can inspect company records.
Monitoring changes in relevant legislation and the regulatory environment and taking appropriate action.
Developing and overseeing the systems that ensure that the company complies with all applicable codes as well as its legal and statutory requirements.
Custody and use of the company seal. Companies no longer need to have a company seal, but if they do, the secretary is usually responsible for its custody and use. (You can buy company seals from us.)
As the secretary is an officer of the company, they may be criminally liable for defaults committed by the company. For example failure to file - in the time allowed - any change in the details of the company's directors and secretary, and the company's annual return.
Does a Company Secretary Have Any Powers?
No, but they are able to sign most of the forms that companies need to submit to Companies House.
Must a Secretary Also be a Natural Person or can They be a Corporate?
The new provisions relating to natural directors do not apply to secretaries. Secretaries can still be corporate bodies.
Will Directors Still Have to Provide Their Residential Address to Companies House?
Yes. Every director must provide both their usual residential address and, for each directorship, a service address. The service address will be on the public record; the residential address will be protected information. A director may choose to use his residential address as his service address; in which case the fact that the two addresses are the same will be protected information.
What Does the Introduction of Service Address Mean for Directors?
Directors will still need to file their residential address with Companies House but they will also have the choice of filing a service address. The service address can be the same as the residential address, or the registered office address, or it can be somewhere different. The residential address will be held on a private register only available to predetermined organisations. This will be introduced from October 2009.
Which Directors' Addresses will not be Provided to Credit Reference Agencies?
Credit Reference agencies will not be able to obtain the usual residential address of any director who is the beneficiary of a valid Confidentiality Order on 30 September 2009 or who has made a successful application to the Registrar on the grounds that he is: -
At serious risk of violence or intimidation as a result of the activities of a company of which he is a director;
Or has been, employed by the police or security services;
Providing, or has provided, goods or services to the police or security services.
Will There be a Minimum and Maximum Age for Directors?
The Act introduces a minimum age for a director of 16.
Can the Company Just Have a Sole Director and no Secretary? Yes, as long as it is a private company and from 1st October 2008 that the director is a natural person.
Every company' director and secretary has a personal responsibility to ensure that statutory documents are delivered to the Registrar as and when required by the Act. In particular: -
Company' accounts;
Company' annual returns;
Notice of change of directors or secretaries or in their particulars; and
Notice of change of registered office;
The register of members;
The register of directors and secretaries;
The register of directors' interests;
The register of charges.
Please bear in mind that this is an obligation of a company registered in UK to file annual returns and annual accounts with the UK Companies House even if company has been dormant.
Unless a company is claiming exemption as a medium-sized, small, audit-exempt or dormant company, the accounts will include: -
A directors' report(s) signed by a director or the company secretary;
A balance sheet signed by a director;
A profit and loss account (or income and expenditure account if the company is not trading for profit);
An auditors' report signed by the auditor;
Notes to the accounts; and
Group accounts (if appropriate).
You are therefore advised that if annual returns are not filed, the company will go through administrative dissolution and finally will be struck off from the Companies' Registrar. If you file the annual return late or not at all, the company and its director(s) and secretary can be prosecuted. Please note that annual returns are quite separate from annual accounts. If accounts or annual returns are not filed, all the directors of the company could be prosecuted. Failure to deliver documents on time is a criminal offence. On conviction, a director could end up with a criminal record and a fine of up to £5,000 for each offence.
Alternatively, if the Companies' Registrar believes that the company is no longer carrying on business or in operation, he could strike it off the register and dissolve it. If this happens all the assets of the company, including its bank account and property, generally become the property of the British Crown.
On average more than 1,000 directors are prosecuted each year for failing to deliver accounts and returns to the Registrar on time. Persistent failure to deliver statutory documents on time may also lead to a director being disqualified from taking part in the management of a company, for a specified period.
You could, potentially, be disqualified, prosecuted or made liable for company debts if the law is broken. You could be subject to criminal proceedings, if the company trades fraudulently, or if company funds are misappropriated. If you are also a director, you could be held personally liable for the company's debts, if there has been wrongful trading. Failure to ensure that the directors are acting properly in the conduct of the business could leave you with personal responsibility for its debts.
The company secretary's role is an extremely important one, and in some cases it is advisable for a professional to be appointed. They must ensure that all rules regarding the giving of notices and the making of returns to Companies House are complied with, also that the company's statutory books and documentation give an accurate up-to-date picture of the company's business. In order to minimise the risk of being accused of wrongful trading, a director should make sure that: -
Potential problems relating to the solvency of the company have been discussed with the other directors;
An accurate record of any discussions has been kept;
The company has adequate up to date financial information.
If a director finds himself a director of a company that has become insolvent he should take immediate professional advice. Under Insolvency Legislation, disqualification orders can be made against company directors. The responsible insolvency practitioner is required to report to the Department of Trade and Industry on the conduct of all company directors involved in an insolvent liquidation. A disqualified person is prohibited from taking part in the management of any company.
A disqualification order issued by a court may ban an individual not only from acting as a director of a company but also from acting as a liquidator, receiver or manager of a company's property and from having any connection with the setting up or management of a company without the permission of the courts, for up to 15 years.
A person who breaches such an order commits a criminal offence punishable by imprisonment or fine or both and may be made personally liable for any debts of the company in respect of which he or she acts. A director's disqualification may arise from misconduct, unfitness, participation in wrongful trading and/or other grounds. It's advisable for the new business owners and to the foreigners, who are not familiar with the UK rules and regulations to appoint our nominee secretary to avoid such sort of problems which were mentioned above.
About Renting Coddan's Facilities and Virtual Office Services
Coddan CPM is located in the heart of the business capital of Britain - Baker Street, Central London; our office encompasses the true professionalism of our working atmosphere, with its modern architecture as well as its infamous and historical architecture. Our clients are free to visit us and talk to qualified consultants, where they receive help and assistance from our by warm and friendly staff members that are always ready and willing to aid you with your business queries and needs.
While we maintain a reputation for consistently delivering a prompt and efficient service, Coddan CPM is also willing to extend its expertise and lend itself to your business in order to establish a valuable air of confidence for both you and your company. We provide numerous services for people that are running their business from home and may need to establish a relationship with clients or colleagues in an authentic and professional business environment. Coddan offers offices and conference rooms, call answering as well as other phone services for your business.
Why Get a Virtual Office?
You could be a small business looking to enhance your company profile, someone on the road who needs their calls handled or an established company looking to expand into new regions or test new markets. Whatever your reason, our four packages will provide you with all the support you need to maintain your professional image at all times allowing you the freedom to work from virtually anywhere, knowing your business image is in safe hands. The benefits speak for themselves: -
Enhance your company profile with a prestigious business addresses;
Enjoy the freedom of working from virtually anywhere;
Know that your corporate image is in safe hands;
Hold client meetings in impressive meeting rooms with the latest technology and support;
No set up fee and ready to roll in just 24 hours;
Access a breadth of professional business support services;
Expand into new regions, test new markets, aid short term campaigns;
Avoid the expense of new office space or the cost of hiring your own reception staff;
Benefit from a range of discounted business services;
Hot desks available if you need them.
Our professionally trained centre staff will act as your personal receptionists handling your calls, faxes, and mail on a daily basis.
Personal Telephone Answering Service
Personal telephone answering service - offering your business our professional receptionist as the first point of contact for your clients. There will be times when you will be unable to get the phone, whether in meetings, travelling or focused on hitting a key deadline, but do not want to disregard the flow of incoming calls.
Provisional of Personal Telephone Answering and Meeting Room Services
Personal telephone answering service - offering your business our professional receptionist as the first point of contact for your clients. Preferred rates on office support & services - such as secretarial services, typing, photocopying, and binding. Bookable meeting room facilities - your company name will be displayed on the meeting room' nameplate. Four hours of the meeting room hire - ideal for clients who require a professional meeting facility in Central London (bookable by the hour and subject to availability).
Coddan's meeting room is air-conditioned for your comfort and comes with the reassuring professional help and assistance of the Coddan team. Our well-appointed room is ideal for meetings of up to six persons with bookings by the hour, half day, and full day: -
Situated near major transportation hubs;
Welcoming reception area;
Natural daylight and air conditioned rooms;
PC with Microsoft Office software, media cards and drives;
Free broadband internet access;
Printing, faxing, and scanning;
Colour copying;
Tea, coffee and chilled mineral water;
Continuous IT support;
Secretarial services available.
Provisional of a Private Office Service
Coddan's private office room is air-conditioned for your comfort and comes with the reassuring professional help and assistance of the Coddan team. Our well-appointed room is ideal for one person with bookings by the hour, half day, and full day: -
Situated near major transportation hubs;
Welcoming reception area;
Natural daylight and air conditioned room;
PC with Microsoft Office software, media cards and drives;
Free broadband internet access;
Printing, faxing, and scanning;
Colour copying;
Tea, coffee and chilled mineral water;
Continuous IT support;
Secretarial services available.
Apostille, Notary and Consulate Certification
For legal documents, such as memorandum and articles of association, certificates of incorporation, and certificates of good standing to be recognised in another country, they often need to be certified as authentic and true. Foreigners who want to register a company, open a bank account, or do business in the United Kingdom, as well as UK registered companies and their owners who need to register a branch of the UK company overseas, or to use a UK-registered company as the shareholder in a foreign entity, or, to open a bank account overseas, will probably need to get certain documents certified by Notary Public and legalised by apostille.
However, some countries still require notarial and apostilled documents to be legalised and the document must in these circumstances be presented to the consulate or other diplomatic representation of the country where the document is to be used. Coddan provides notary, apostille, and consular legalisation services for any type of company or a private documents. Coddan has the experienced team and we pride ourselves on our ability to obtain apostilles and legalisations within the tightest deadlines.
There are two ways to have your documents certified as authentic so that you can use them in foreign countries: by apostille, or by consular legalisation. Apostille is the kind of authentication accepted in countries, which are signatories to the Hague Convention. For use in a country which is not a signatory to the convention, a document must be legalised by the consulate of the country where the document was issued. The time indicated for these services is the time it will take to certify your documents from the moment we receive them, and not from the moment that your company is registered. Certain documents take longer to prepare or to reach us, which can delay the process.
About a Company Seal and Rubber Stamps
Although there is no legal requirement for your company to have a seal, there may be circumstances when a seal is required. Although many contracts require only a signature, possibly witnessed, some require the authority of the attachment of the seal to the document. Generally, any contract which must be evidenced by a Deed will require the attachment of the company seal (or, because Companies Act allows companies to dispense with the use of their seal, by being signed "as a Deed" by two directors or a director and the secretary, or, by a director and a witness).
The seal is the signature of the company, and the manner of its use is set out in the articles of association. It is usual for the seal to be witnessed by a director or a secretary, and for details of each document to which the seal is affixed to be entered in a Register of Seals, which is subsequently brought to a board meeting.
This procedure enables the seal to be used between board meetings, but subsequently grants the authority of the whole board to its use. To evidence this Chairman should initial below the most recent item in the Register. If all items are numbered sequentially (and it may be helpful to insert the number from the sealing register on the document sealed) authority can be evidenced by a minute such as this draft.
When conducting business overseas, or entering into contracts with overseas customers, or foreign lawyers, local regulations may require that your company applies its seal to legal documents, contracts, or lease agreement.
About the Common Seal
1. A company may have a common seal, but need not have one. 2. A company which has a common seal shall have its name engraved in legible characters on the seal. 3. If a company fails to comply with subsection (2) an offence is committed by: - a) the company, and b) every officer of the company who is in default. 4. An officer of a company, or a person acting on behalf of a company, commits an offence if he uses, or authorises the use of, a seal purporting to be a seal of the company on which its name is not engraved as required by paragraph (2). 5. A person guilty of an offence under this section is liable on summary conviction to a fine not exceeding level 3 on the standard scale.
About an Official Seal for Use Abroad
1. A company that has a common seal may have an official seal for use outside the United Kingdom. 2. The official seal must be a facsimile of the company's common seal, with the addition on its face of the place or places where it is to be used. 3. The official seal when duly affixed to a document has the same effect as the company's common seal. 4. A company having an official seal for use outside the United Kingdom may: - a) by writing under its common seal, or b) authorise any person appointed for the purpose to affix the official seal to any deed or other document to which the company is party. 5. As between the company and a person dealing with such an agent, the agent's authority continues:- a) during the period mentioned in the instrument conferring the authority, or b) if no period is mentioned, until notice of the revocation or termination of the agent's authority has been given to the person dealing with him. 6. The person affixing the official seal must certify in writing on the deed or other document to which the seal is affixed the date on which, and place at which, it is affixed.
About an Official Seal for Share Certificates etc.,
1. A company that has a common seal may have an official seal for use: - a) for sealing securities issued by the company, or b) for sealing documents creating or evidencing securities so issued. 2. The official seal:- a) must be a facsimile of the company's common seal, with the addition on its face of the word "Securities", and b) when duly affixed to the document has the same effect as the company's common seal.
We offer you professionally crafted company and corporate seals, rubber stamps and embossing presses. Contact us to see how we can assist you.
Tax Tips For Non-UK Residents
A UK resident company is liable to UK corporation tax on its worldwide profits. A non-UK resident company is liable to UK corporation tax on the profits of a trade carried on by it through a branch or agency in the UK.
Legislation has recently been introduced (applying to foreign companies' accounting periods starting on or after 1 January 2003) which has modernised the terminology used in the relevant legislation by referring to "permanent establishments" (which is the internationally recognised term and the one used in the UK's double taxation agreements) rather than "branches" or "agencies".
In particular, the legislation provides that the profits attributable to the permanent establishment are the profits, which it would have made if it were a distinct and separate enterprise, engaged in the same or similar activities under the same or similar conditions, dealing wholly independently with the rest of the non-resident company of which it is a part. In applying the legislation the permanent establishment is treated as having equity and loan capital in the proportions relevant for an independent company operating in the UK.
The relevant legislation is construed in accordance with OECD guidelines. A non UK resident company which carries on a trade in the UK otherwise than through a permanent establishment is liable to UK income tax rather than corporation tax on the profits attributable to that trade.
It is not possible generally to reduce the amount of UK taxable profits by means of adopting artificial pricing methods. Under both UK tax law and the UK's double tax treaties, the UK Revenue is able to ignore actual prices and charge tax as if arms' length prices had been paid.
This would catch, for example, excessively high interest and management charges and royalties that are paid to the non-resident parent of a UK subsidiary with a view to reducing the profits subject to UK tax.
Payments of interest, royalties etc. by a UK permanent establishment to its overseas head office are not deductible for UK tax purposes.
If significant start-up losses are anticipated, one potential tax advantage of establishing a permanent establishment rather than a subsidiary is that, whereas such losses will not be utilised by a subsidiary until it becomes profitable, the losses of a permanent establishment may be eligible for tax relief in the home state of the overseas company.
There is no withholding tax on distributions by way of dividend made by a UK resident company (whether to a UK or non UK resident shareholder) or on the transfer of profits by a UK permanent establishment to its non-resident "parent".
Most UK double tax treaties provide that non-resident shareholders in a UK resident company may reclaim from the UK Inland Revenue a proportion of the tax credit to which UK resident individuals are entitled in respect of dividends paid by UK companies, less a withholding tax.
A non UK resident company which does not carry on a trade in the UK may, nonetheless, have a liability to UK income tax on UK source income received by it. The UK income tax liability is limited to the amount of income tax required by UK tax law to be deducted at source from the relevant payment. This will include rental income from UK property, interest (other than interest paid by a UK bank) and certain types of royalties.
Overseas companies should be aware however that the UK operates a system of value added tax (VAT) with a current maximum rate of 17.5% on the provision of most goods and services. Whether a business operating in the UK will be required to register for and charge VAT on its supplies will depend upon the facts, such as company turnover.
Import duties are also levied on imported goods at varying rates in accordance with the common customs tariff of the EU. The amount of duty payable depends on a number of factors, including condition, origin, source, end use, valuation and description.
Stamp duty is payable on documents transferring shares and other marketable securities. The rate payable for such transfers is 0.5%. Stamp duty land tax is payable on transactions involving UK land and buildings. The rate of stamp duty land tax varies from 0% to 4% depending on the type of transaction and the aggregate price payable.
The UK currently has three rates of income tax for earned income, depending on levels of income. The highest rate is 40%. Capital gains and savings income are taxed at rates depending upon the level of the individual's total income and gains.
Income tax on earnings is collected through the Pay as You Earn (PAYE) system operated by employers, as are National Insurance Contributions (NICs). NICs are payable by both employers and employees.
A foreign national coming to work in and becoming resident in the UK will be liable to UK tax on his UK income and gains. Assuming that he is not domiciled in the UK, however, he will not be liable to UK tax on his non-UK source income and gains, unless such income or gains are remitted to the UK. The rules in this regard are complex and advice should be obtained before moving to the UK.
Top Solution to Register a Company in the United Kingdom
For clients wishing to establish a business in the Middle East, or intending to trade with Central Europe, the UK non-resident (dual residence) company should be considered. The position of UK companies, which become resident in a treaty partner country for tax purposes was clarified by the 1994 Finance Act. Provided the relevant Double Tax Agreement (DTA) includes the OECD tiebreaker clause taxing rights pass to the treaty partner.
The most frequently used jurisdiction for treaty residence is Cyprus. A UK company establishing a branch in Cyprus may be registered as an offshore branch and thereby become liable to Cyprus tax at the rate of 10% (for companies active before 31st December 2001 the rate remains at 4.25% until 31st December 2005). Provided the company is managed and controlled from Cyprus, and does not trade in the UK via a permanent establishment, it will be exempt from UK tax.
Care must always be taken to ensure that the UK company has a commercially justifiable reason for establishing a Cyprus branch and that its management and administration is conducted from Cyprus.
Top 10 Tax Tips For Individual Expatriates Coming To The UK
1. Ensure that you are treated as not ordinarily resident in the UK. As a resident, but not ordinarily resident individual, you will only be liable to UK tax on remittances of earnings for duties performed outside the UK, even if carried out under a single contract of employment. You will be treated as ordinarily resident if on arrival you intend to stay in the UK for three years or more, or you purchase UK property in advance of, or during, your period of stay in the UK.
2. Consider dual contracts if you are treated as ordinarily resident in the UK. Even if you are treated as ordinarily resident in the UK, you may be still able limit your liable overseas earnings to amounts remitted to the UK, if your overseas duties are carried out under a separate contract of employment with a non-UK resident employer.
3. Are you entitled to temporary relocation expenses for employees seconded to the UK? If you have been seconded to the UK by a non-UK resident employer for a period of two years or less, your employer (or the employer to whom you have been seconded) can provide "reasonable" accommodation, and pay the associated utility costs tax-free. This relief is available until it becomes clear that the two year period will be exceeded, but in this event, the relief will not be withdrawn retrospectively .
4. Minimise your taxable accommodation benefit, if you do not qualify for tax-free temporary relocation expenses. If your employer provides you with rent -free accommodation, a taxable benefit will normally arise. This will either be equal to the rent paid to an independent landlord, or if the property is owned by the employer, a percentage (the official rate) of the cost, or current value of the property, over £75,000 The official rate is currently 5%. The benefit may be substantially reduced, if instead of renting the property, a short lease is acquired from a landlord at a peppercorn rent.
5. Maximise your tax free travel allowance. Foreign domiciled individuals, who do not have a recent history of UK residence prior to their arrival in the UK, are allowed an unlimited number of journeys between the UK and their normal country of residence, tax free, providing that the cost is met by their employer. In addition, the employer can also meet the cost of two journeys per tax year for the spouse and children, tax free. If your employer is unwilling to meet the cost of all your trips home, but does provide other taxable benefits, consider asking your employer if he will agree to allow you to "swap benefits". Not only will this save you tax, but your employer may also save employers class 1A National Insurance Contributions.
6. Close offshore bank accounts & set up new income & capital accounts. Foreign domiciled individuals are only taxable in the UK on remittances of offshore income and capital gains, arising after they become resident in the UK. It is important to be able to clearly identify these sources, so any offshore accounts should be closed shortly before your arrival in the UK and new income and capital accounts set up. Arrangements should then be put in place so that any interest arising on the capital account should be credited directly to the income account. Remittances to the UK can then be made from the capital account completely tax free.
7. Take advantage of the UK "source" rule. Remittances of overseas income are only subject to UK tax, if the source from which the income is derived, still exists in the UK tax year in which the the remittance is made. Thus, if the capital account, mentioned above, is closed on the last working day of the tax year, and a completely new capital account opened on the first working day of the following tax year, the interest contained in the income account can be transferred to the capital account, or remitted to the UK free of tax.
8. Separate capital gains and losses. Although overseas capital gains are only taxable if the proceeds are remitted to the UK, no relief is available for overseas capital losses. It is therefore important to keep the proceeds of transactions which have produced the capital losses completely separate. The proceeds from such transactions can then be remitted to the UK with no UK tax consequences.
9. Utilise your annual capital gains tax exemption. When the proceeds of a transaction which has produced a capital gain are remitted to the UK, the taxable gain that is deemed to have been remitted is proportional to the proceeds remitted. As there is an annual capital gains tax exemption you should consider making capital gains remittances up to this amount if you have no other chargeable capital gains in the year.
10. Take advantage of reciprocal social security agreements. The UK has reciprocal social security agreements with all EEC, and most other developed countries. Under the terms of such agreements social security contributions are only payable in one of the contracting states. In certain circumstances, it is possible to obtain a certificate of coverage from the normal country of residence, and avoid both NIC and overseas social security liabilities on overseas earnings carried out under an overseas contract of employment. You should check if such an arrangement can be effective in your particular personal circumstances.
From time to time even the best-run business needs some advice or a second opinion. Healthy businesses plan for the future and having an independent review of your strategy can really help - our consultants act as advisers to many industry sectors and can offer you the benefit of having seen what works and what does not. Using the best accounting, budgeting, planning, and reporting tools, we can ensure that you have all the information you need to face future challenges.
For overseas companies setting up in the United Kingdom, our experience of business practices, taxation, and law within the United Kingdom can save them the considerable time, money, and energy required to establish and grow a business while meeting all of their legal obligations. We can also act as trustees for pension schemes, or alternatively, we can audit your pension scheme accounts, guiding you through the minefield of reporting requirements.
We are always looking for opportunities for your business to reduce its tax liability, with proactive tax planning. We also advise clients on international corporate tax and on issues arising from cross-border transactions, into and out of the United Kingdom.
If you are unsure of the best course of action for your business, Coddan can advise you on the best location and type of business entity, and can tailor a solution to your needs. If you wish to retain Coddan in a professional capacity, you can apply for an initial consultation appointment by following the link below.
Off the shelf company is a company that has been incorporated by Coddan or transferred to us. An off the shelf company will usually have no trading history. Selling the readymade company service is intended for people who need to have a company ready in a very short period of time. Coddan understands and caters to the needs of small business owners and entrepreneurs. We realise that you may need to have a company that has been in existence for a period of time.
Circumstances sometimes dictate that a company is required urgently, and no time can be allowed for the incorporation process to be completed, for instance if a company registration number is needed immediately in order to complete an important contract. This is when the purchase of a ready-made company will be beneficial. Our prêt-à-porter companies list has many different names reflecting many types of business i.e. engineering, marketing etc. In addition to the specific categories of company registration we also have single named limited companies which can be used for virtually any trading purpose.
By purchasing an already established corporate identity, you can gain the following benefits: -
Immediate availability, instantly establish a history for your company;
Show longevity and improve your corporate image;
Ability to obtain business credit cards and lines of credit;
Many banks require businesses to have been in existence for six months to two years prior to granting credit;
Ability to obtain bank loans;
Ability to bid on government contracts;
In some circumstances it is absolutely necessary to use an old vintage shelf company for your business operations;
Business and banking relationships are more easily established with an older previously registered company, rather than with a newly formed brand new company;
Many government agencies require that you be in business for a specific minimum period of time to be eligible to bid on agency contracts.
Shelf companies are simply companies that are formed, but have never been used. Each shelf company was filed by Coddan for the specific purpose of being a shelf company. Business and banking relationships are more easily established with an older previously registered company, rather than with a newly formed brand new company. Surely even you yourself would not wish to trade or do any business with a company incorporated / registered just in the last few months (like a brand new born baby). The older a company is the more confident people will feel in dealing with you.
Government agencies, tax authorities, distributors and manufacturers often require a company to have been in business for a certain period of time (the longer - the better) and the age of a company is very often a major factor in corporate banking relationships, business contracts and a important criteria in the awarding of large Government projects or tenders for the supplying of goods and services.
We have many readymade companies which were registered in the UK, Ireland and offshore, which are ready to trade, and can be transferred to you within a few hours. All shelf companies are immediately available & come with full professionally prepared documentation. All of our prêt-à-porter companies fully guaranteed clean and never traded in the past. Annual return dates, duties and a shelf-company' account return dates are dependent on the original date of incorporation not the purchase date. Please note that all our readymade companies are formed with the general commercial objects and are therefore able to conduct any nature of business.
Owners of the readymade companies are strongly advised to pay renewal fees in a timely manner to avoid penalties and/or being struck off the register. In case of renewal fees non-payment, the company's continuing their commercial operations and/or bank relations violate the basics of international business ethical and legal principles, and their officers and beneficiaries could face litigation and potential losses.
You can chat with one of our advisors right now. Just click on the image to the left to start chatting. Live Help is a real time chat feature, which enables you to interact with our customer service representative without a phone call. Get answers to your questions while using our web-site. Clicking the "Live Help" button will start an online session with one of our representatives. Live Help is currently available during normal business hours. Outside of the indicated below opening hours, our Live Help centre will be closed, when you click on the chat button, you will see an e-mail form that allows you to send us an e-mail request with your questions. Our Live Help is free, there are no hidden fees.
Our hours of operation are posted on the contact page at all times. Telephone and Live Chat assistance is only available during business hours.
Opening Hours
Monday - Friday: 9:30 a.m. to 18:00 p.m. Saturday: offices are closed Sunday: offices are closed Holidays: offices are closed on all recognised UK holidays.
Dear customers, ladies and gentlemen, while having a chat session with our visitors, we are frequently requested to give an advice on tax planning or business structuring, and we would like to inform you that it is against our principles to provide an online free advice pertaining to these issues.
The points and tips that can be covered during a chat session include: our packages, services description and charges, legal requirements to start-up a business (in the UK or offshore), bank account arrangements, trademark registration, post incorporation services, notaries, consulate or apostille legalisation and other authentication services, documentation preparation and filing, mail forwarding overseas, telephone, fax and virtual office facilities, bookkeeping and accounting services, offshore incorporation service, ways to place an order, methods of payment etc.
If you wish us to provide you an advice or recommendations on tax savings and tax minimisation, or corporate business structuring methods, you should be aware that this service has chargeable elements.
An alternative business models for the foreign investors
Establish A Branch In The United Kingdom For Just £150.00
Instead of setting up a new UK limited company, it is possible simply to open of a branch office in the UK. It is alternatively possible to register a "place of business" with even less formality. Foreign or offshore-located companies can of course carry on business in the UK without needing any corporate presence in the United Kingdom - simply shipping goods into the UK from abroad will not necessarily require the non-UK company to have a presence here. Equally, a main company registered abroad of the UK, could carry on business in the Great Britain via an agent, franchisee or distributor, etc.
However, any non-UK registered company with a physical presence in the United Kingdom (other than as a UK registered company) is required to register either a branch office or a place of business. Registration as a branch office is appropriate where this is essentially part of an overseas company which is organised to carry on business through local representatives in the UK rather than referring it abroad. Registration as a place of business is appropriate where its activities in the UK are not sufficient to define it as a branch. Such activities might include internal computer processing, warehousing, or simply a representative office.
A branch (which constitutes a permanent establishment) is chargeable to Corporation Tax on its annual profits and on capital gains (at the Corporation Tax rate) arising on the disposal of any asset situated in the UK, which is used for the purposes of the branch or its trade. A branch is entitled to the capital allowances on plant and machinery and industrial buildings in the same way as a UK resident company. A branch must register for VAT in the same way as a UK company and is in the same position for taxes on interest and royalties save that any "interest" or other charges made against it by the overseas corporation of which it is the ranch will be ignored for UK tax purposes.
Every overseas company which is incorporated outside the United Kingdom (England and Wales, Scotland and Northern Ireland) and Gibraltar and which establishes a branch within Great Britain is required to register a branch. It is not necessary for an overseas company which has a branch to register under the place of business regime as well.
An overseas company may have more than one branch within Great Britain. If they each have management independence, each branch will require to be registered. If there is a main office to which the other offices report, it is only necessary for the main branch to register. If two branches both report direct to the overseas parent both must register. The non-UK company's name is also a factor. Initially, the UK operation will be registered under the name of the non-UK company, but after this the UK operation will be subject to the same restrictions on company names as UK-registered companies.
A name will be unacceptable if the non-UK company has the same name as a company already registered in the UK, or has a name which is prohibited under the law (e.g. because it is offensive, or suggests criminal activity). In this case, the UK operation will have the opportunity to change its name to one which is acceptable; if it does not do this, it will be unable to conduct business in the UK under its original name.
A branch office or place of business must make the following clear on all of its correspondence: the non-UK company's name and country of incorporation; that the liability of the members of the non-UK company is limited (if applicable); the place of registration and the registration number of the branch office (if applicable).
We provide a wide range of corporate services including: -
Registration of an overseas companies in the UK as a branch;
Provision of the registered office addresses service;
Registration of a branch as the tax payer;
Tax agent or fiscal representative service;
VAT registration and VAT management;
Registering and licensing copyrights, design rights and patents;
Bookkeeping and preparation of management accounts;
Maintenance of the statutory registers and filing of annual return;
Preparation of special resolutions;
Opening bank accounts for your UK branch of an overseas company;
Complete any registration procedures with HM Revenue & Customs;
Preparation and filling of statutory accounts;
Registration as a money service business.
Coddan will examine your application and supporting documents to make sure that they comply with UK law before completing and submitting the relevant forms. The government fees for branch registration are included in the price of this package. Once all of the forms are submitted, the registration of your UK branch will take 3 to 4 weeks. Upon registration of your UK branch, we will send you a laminated copy of the Certificate of Registration.
Our service includes the following: -
Providing advice and assistance with completing and submitting all forms and supporting documents necessary to make the application to register the branch.
Carrying out a name availability check of the Companies Index.
Obtaining the certificate of registration of the branch.
Providing information on the company's statutory obligations after registration
The government fee for registration of the place of business also is included in the price of this package.
The formation of a branch usually takes as little as three to four weeks from the time that your application, payment and relevant documents are received by Coddan. We will file your application by post with Companies.
Registration can sometimes take slightly longer. Although the majority of branches are incorporated within a maximum of four weeks, there may be occasions where the process takes longer due to circumstances beyond our control. Please note that, although your branch will generally be registered in four to six hours, the preparation and delivery of your company documents typically takes slightly longer.
Establish A Place Of Business In The United Kingdom For Just - £150.00
A place of business is a premise where there is a physical or visible indication that the company may be contacted there. An overseas company also has to register if it habitually conducts business from a particular location in Great Britain even if there is no physical sign of the company's connection with it. An overseas company with a place of business within Great Britain which is not also a branch, must register with the Registrar of Companies in England and Wales or in Scotland.
An overseas company with a place of business in England or Wales must register in Cardiff and an overseas company with a place of business in Scotland must register in Edinburgh. An overseas company with places of business in both England and Wales and in Scotland must register in Cardiff and Edinburgh.
Our service includes the following: -
Providing advice and assistance with completing and submitting all forms and supporting documents necessary to make the application to register the place of business.
Carrying out a name availability check of the Companies Index.
Obtaining the certificate of registration of the place of business.
Providing information on the company's statutory obligations after registration.
The government fee for registration of the place of business also is included in the price of this package.
We can also assist with obtaining certified translations of constitutional documents that are not in English (for an additional fee).
The registration of a place of business usually takes as little as eight to fourteen days from the time that your application, payment and signed relevant documents are received by Coddan.
Registration can sometimes take slightly longer. Although the majority of places of business are incorporated within a maximum of 15 days, there may be occasions where the process takes longer due to circumstances beyond our control.
Individuals, including overseas investors, can set-up as a general partnership in the UK. The partners are jointly and severally liable for all debts. This means that if some partners cannot be made to pay their share of any debts, the other partners become liable in addition to their share.
If you would like to establish a general partnership, call us on +44 (0) 207.935.5171, or 0330.808.0089, or send us your enquiry via e-mail or by post.
Establish a Limited Partnership in the UK
A limited partnership consists of one or more persons called as general partners, who are liable for all debts and obligations to the firm; and one of more persons called as limited partners, who contribute a sum or sums of money as capital, or property valued at a stated amount. Limited partners are not liable for the debts and obligations of the firm beyond the amount contributed. A limited partnership must be registered under the Limited Partnership Act of 1907.
An overseas limited partnership usually cannot usually register in the UK because its main place of business has to be in the UK, and an overseas partnership would generally do most of its business abroad.
Limited partners may not draw out or receive back any part of their contribution to the partnership during its lifetime; or take part in the management of the business or have power to bind the firm.
Who can be a partner? Generally speaking, an individual or a legal body such as a company may be a partner in a limited partnership, either as a general or as a limited partner. A person cannot be both a general and a limited partner at the same time.
Do you have to publish any details of the partnership? The Business Names Act 1985 requires all businesses trading under names other than those of their owners to display their owners' names and an address at which documents can be served. This information must be displayed both at business premises and on business stationery. It must also be supplied in writing at the request of any person with whom you are doing business. Where the partnership consists of more than 20 persons certain exceptions apply to the business stationery requirements.
Can a limited partnership be dissolved? Yes. In the event of the dissolution of a limited partnership, the general partners must wind up its affairs unless the court orders otherwise. Subject to any agreement between the partners, a limited partner is not entitled to dissolve the partnership by notice, and the other partners are not entitled to dissolve the partnership merely by reason of any limited partner suffering his share to be charged for his separate debt.
The death or bankruptcy of a limited partner is not a ground for dissolution. The fact that a limited partner is a 'person of unsound mind' is not a ground for dissolution of the partnership by a court, unless the person's share in the partnership cannot be otherwise ascertained and realised.
Who must deliver these particulars? The general partners are responsible for the delivery of particulars whether or not the preparation of the documents was delegated to accountants or to anyone else.
The Limited Partnership Act 1907 provides for the imposition of penalties for various defaults in carrying out the requirements of the Acts and for failing to send to the Registrar the required forms. Notice of any arrangement or transaction under which a general partner will become a limited partner in the firm must be advertised in the London, Edinburgh or Belfast Gazette, as the case may be.
Notice must also be advertised in the Gazette of any arrangement or transaction under which a limited partner's share in the firm will be assigned to somebody else. Until this is done these arrangements or transactions have no effect.
If you would like to establish a limited partnership, call us on +44 (0) 207.935.5171, or 0330.808.0089, or send us your enquiry via e-mail or by post.
Registration Of A Limited Liability Partnership (LLP) In The UK
Non-UK residents can now, in certain circumstances, use a LLP as a tax-efficient vehicle for international trade. This is in much the same way as non-UK resident companies were used prior to changes in the law for company residence tests in 1988. A new form of association/partnerships with limited liability became available when The Limited Liability Partnerships Act 2000 came into force on 6 April 2001.
An LLP is an alternative corporate business vehicle that gives the benefits of limited liability but allows its members the flexibility of organising their internal structure as a traditional partnership. Any new or existing firm of two or more persons will be able to incorporate as an LLP. Limited Liability Partnerships will have similar disclosure requirements to a company including the filing of accounts.
A Limited Liability Partnership, or an "LLP", is not a partnership in the true sense of the meaning of that word. However, an LLP has certain characteristics which identify it as being at least a cousin of the limited partnership. The LLP is a true hybrid; for example, whilst an LLP is a separate legal entity (indeed, it is expressly stated to be a body corporate), there are no publicly filed constitutional documents. In international tax planning terms, the LLP represents both a backward and forward step.
It is backward in the sense that it is now possible again for a UK incorporated entity to be managed and controlled from anywhere in the world, with few reporting requirements to the Registrar of Companies and, in certain circumstances, nominal reporting requirements to the Inland Revenue. It is a forward step in the sense that it gives international tax practitioners a UK alternative to the Delaware LLC.
The key characteristics of an LLP can be summarised as follows: -
An LLP is a separate legal entity under UK law;
It is a body corporate;
An LLP has unlimited capacity;
All the members of an LLP have limited liability;
All of the members of an LLP can, and commonly will, participate in the carrying on of the LLP's business.
The relationship between the members themselves and the members and the LLP may be governed by a written partnership agreement any such written agreement will be a private document (i.e. there is no requirement to file it with the Registrar of Companies).
So long as the LLP is carrying on a trade, profession or other business with a view to profit, it will be fiscally transparent for income tax and capital gains tax purposes. Annual returns and annual accounts must be filed with the Registrar of Companies. An annual tax return will need to be filed with the Inland Revenue, but if the LLP does not carry on any trade in the UK through a permanent establishment and has no UK source income; this will be a nil return.
For an LLP to be incorporated there must be at least two persons associated for carrying on a lawful business (which includes an investment business) with a view to profit. Those two persons can be individuals, companies, trustees, partnerships etc., and they can be resident anywhere in the world. The process of incorporating an LLP is similar to that for a limited company.
An LLP is incorporated by delivering an incorporation form, which contains details of the name of the LLP, the legal domicile (i.e. England and Wales or Scotland) of the LLP, the names and addresses of each of the members (including the designated members) of the LLP and the registered office address of the LLP, to the Registrar of Companies.
A small incorporation fee must also be paid. An LLP does not have an equivalent to a company's Memorandum and Articles of Association. Members may (and should) put in place a written partnership agreement to govern the relationship between the members themselves and the members and the LLP; this will remain a private document. In the absence of express agreement on particular issues, certain default statutory provisions will automatically apply to the LLP.
There is no limit on the maximum number of members, although there must be at least two formally appointed members at all times. Members are divided into two categories, namely designated and non-designated members. The duties imposed on designated members are similar to those that would normally be placed upon a director or secretary of a company limited by shares or guarantee.
These are additional to the duties every member has to the LLP and include appointing auditors, signing and delivering accounts and annual returns to the Registrar of Companies, notifying Companies House of changes to the LLP (including changes in membership, name or registered office address) and acting on behalf of the LLP if it is wound up and dissolved.
An LLP must have at least two members with designated member status. In the event that an LLP has no designated members, or only one, every member of the LLP is deemed to be a designated member. Changes to the designated or non-designated status of any member can be made at any time with the agreement of the other members, provided that the minimum requirement of having at least two designated members is always complied with, and the relevant changes are notified to the Registrar of Companies.
Whilst an LLP carries on a trade, profession or other business with a view to profit, it will be (in common with general partnerships and limited partnerships) fiscally transparent for income tax and capital gains tax purposes. The profits (and losses) of an LLP will be directly attributed to its members, in accordance with the terms of the profit (and loss) sharing arrangements set out in any oral or written membership agreement, subject only to statutory adjustments in respect of, for example, relief for losses.
Income and capital gains are therefore treated as income and gains of the members, as set out in the partnership' agreement. If the members are not resident in the UK and the income and gains are not from a UK source or trade, then they will have no UK tax liability. There are some anti-avoidance provisions to ensure that a LLP is not used to mitigate UK tax that might otherwise be payable.
In particular, whilst they can be suitable for international trade, they should not be used for investments or property holding as specific anti-avoidance legislation is being introduced to counter their use in these circumstances. Furthermore, the profit (and loss) sharing ratios can be changed at any time and, if care is taken, any such change can be effected without adverse UK tax consequences for the affected members.
Finally, it should be noted that section 267A, Inheritance Tax Act 1984 ("IHTA 1984"), states that, for the purposes of inheritance tax, members of an LLP own the property of and carry on the business of the LLP, and any dealings between the members and the LLP are simply dealings between the members themselves; in other words, an LLP is fiscally transparent for inheritance tax purposes as well. This is different to the approach taken for the purposes of inheritance tax in respect of interests in general and limited partnerships.
We Can register An LLP For Our Non-UK Based Customers Just For For Just £187.49
We will register your partnership from scratch using one of our own registered office addresses, and appoint your own candidates as members. Upon formation, these details will be recorded as the original details of your partnership. Because online registration of limited liability partnerships is not yet available, your application will be submitted to Companies House manually, with paper forms.
Our premier LLP registration package has been specially designed for our non-UK based customers. The government fee for incorporation and the first year's fee for a registered office address (with official mail forwarding overseas option) are included in the price of this package.
The following documents will be posted to you upon registration of your partnership: a laminated certificate of registration, a bound copy of your partnership agreement, a bound copy of your partnership's combined register, the minutes of the first members' meeting, membership certificates, and a membership register.
Companies House is not yet able to incorporate a UK limited liability partnership (LLP) electronically so we still do that manually. After we receive your payment, we will send you an email containing special forms which you need to print, sign, and return to us. Once we are in possession of your signed forms, we will initiate the formation process of your limited liability partnership with Companies House.
The formation of a limited liability partnership and the delivery of your formation documents are usually achieved within 4 to 6 working days. Registration can sometimes take slightly longer; there may be occasions where the process takes longer due to circumstances beyond our control.
Please note that, although your partnership will generally be registered in 4 to 6 working days, the preparation and delivery of your partnership's documents typically takes slightly longer.
If you would like to establish a limited liability partnership, call us on +44 (0) 207.935.5171, or 0330.808.0089, or send us your enquiry via e-mail or by post.
Tax And Liability Shelter UK LLP Formation Package
This is another one very popular package for EU and overseas residents who still need to have an LLP registered in Great Britain to trade through a limited liability partnership in EU or on other foreign countries, and who are looking to have a better tax and personal liability protection.
This package is often chosen by such customers, who are looking to minimise their personal liability and minimise their tax burden. We will incorporate your LLP from scratch using one of our registered office addresses, and register UK private limited company and appoint it as a managing partner of you LLP, and secondly we will incorporate another company in offshore country and appoint it as an offshore partner of you LLP.
The government fee for incorporation is included in the price of this package; as are the first year's fees for a registered office address (with official mail forwarding overseas option) and a UK managing partner together with the offshore partner formation fees are also included into the price of this package. The following two hard bound copies of LLP' corporate documents will be posted to you upon formation of your LLP: -
A laminated copy of the certificate of registration of your LLP;
A hard bound copy of the partnership agreement;
A hard bound copy of the minutes of the first meeting of LLP' members;
Two elegant printed membership certificates, and your LLP' register.
This package is also includes the VAT registration, please take upon the consideration, that the VAT registration depends on the place of activity. If there is no actual activity in the United Kingdom, we still can assist you with the VAT registration, in this case we should be appointed as your official Tax Representative in the UK.
Important note about the provision of a registered office address for behalf of your LLP - this package has been designed for our overseas clients, and the annual fee for the provision of a registered office address includes the cost of forwarding official mail overseas. The provision of a registered office address for our non-UK customers also includes all general business mail forwarding overseas.
Before apply for the VAT registration number, you LLP needs to have a UK business bank account, and this possibility is also included into our Tax and Liability Shelter UK LLP formation package. Let us summarise all benefits which we included into this set: -
Registration of a limited liability partnership in 4 to 6 working days;
Provision of a registered office address for 12 months;
Registration of a UK private company limited by shares, which will be appointed as a manager partner of your LLP;
Registration of an offshore company, which will be appointed as a partner of your LLP;
Forwarding of official mail overseas for 12 months;
Forwarding of general mail correspondence overseas for 12 months;
Opening of a UK business banking account;
VAT registration with the UK HM Revenue & Customs.
You may place an order for this package being visiting our office in London or you may place an order online, using our interactive form below. Our incorporation form tailored to cover many important issues, you upgrade this package and order notarisation or/and Apostilled legalisation of your documents, you may order different stamps and seals for your LLP and many other options are also available in one order form. Please contact us if you would like a discussion to explore the possibilities.