Serious Organised Crime and Police Act 2005

This is our most popular package with UK residents, and includes: -

The registration of your company from scratch using your own registered office address, and appoint your own candidates to the roles of director, secretary (if needed), and shareholder;

The standard capital on formation is £1.00, this is divided into 1.00 ordinary share valued at £1.00 (a minimum of one share must be issued);

The formation of a limited company usually takes as little as four to six hours from the time that your application and payment are received by Coddan;

The government fee for incorporation is included in the price of this package;

The following documents, which need to be printed and signed, will be emailed to you upon formation of your company: -

A certificate of incorporation (requires PDF file reader);

The memorandum & articles of association (requires MS-Word file reader);

The first meeting of the board of directors (requires MS-Word file reader);

Share certificates and a company register (requires MS-Word file reader).

E-Quick Package

£ 32.00

No Annual Charges

The Deluxe limited company package is a fast and easy option, it is ideal for the UK, EU, and international small to medium businesses who wish to appoint a nominee director and a nominee secretary in order to maintain anonymity, and it includes: -

Incorporation of your company from scratch using one of our registered office addresses in London, our nominee director and nominee secretary. We can appoint your own candidate(s) to the role of shareholder(s), or you can appoint a nominee sharholder provided by Coddan;

The standard capital on formation is £1.00, this is divided into 1.00 ordinary share valued at £1.00 (a minimum of one share must be issued);

The formation of a limited company usually takes as little as four to six hours from the time that your application and payment are received by Coddan;

The government fee for incorporation is included in the price of this package;

The provision of a registered office address for 12 months is included in the price of this package (our registered office address service is charged annually);

The provision of a nominee secretary for 12 months is included in the price of this package (our nominee secretary service is charged annually);

The provision of a nominee director for 12 months is also included in the price of this package (our nominee director service is charged annually);

The following two hard bound copies of corporate documents, will be posted to you upon formation of your company: -

A laminated copy of the certificate of incorporation of your company;

A hard bound copy of the memorandum and articles of association;

A hard bound copy of the minutes of the first meeting of directors;

Share certificates, and your company register;

The general power of attorney signed by a nominee director;

Pre-signed, undated resignation letter from a nominee director;

The agreement for the provision of nominee service and indemnification of nominee.

Deluxe Package

£ 557.00

Annual Maintenance Fee £525.00

A private company limited by shares in England and 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).

There is no requirement for the officers of your company to be UK citizens or residents, nor for them to hold valid work permits.

Owning, or being an officer of a UK company does not, however, grant you any right to live or work in the UK if you are a foreign national.

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.

Your company must hold its official company documents at its registered office address: its register of shareholders, and its constitutional documents.

So long as you maintain a registered office address in 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.

Legal Requirements to Register an LTD

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Serious Organised Crime and Police Act 2005

2005 Chapter 15 - continued

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SCHEDULE 15

Section 171

PRIVATE SECURITY INDUSTRY ACT 2001: SCOTTISH EXTENT

The Private Security Industry Act 2001 (c. 12) is amended as follows.

In section 2 (directions etc. by the Secretary of State)-

(a) in subsection (2), the existing words "shall consult the Authority" become paragraph (a) and after that paragraph add"and

(b) where any of those directions relates wholly or mainly to the exercise of the Authority's activities in or as regards Scotland, shall obtain the consent of the Scottish Ministers."; and

(b) in subsection (3), the existing words "the Secretary of State with such information about its activities as he may request" become paragraph (a) and after that paragraph add"and

(b) the Scottish Ministers with such information about its activities in or as regards Scotland as they may request."

After section 2 insert-

"2A	Authority to be treated as cross-border public authority etc. for certain purposes
	For the purposes of-
	(a) section 5(5B) of the Parliamentary Commissioner Act 1967 (restriction on investigatory powers of Parliamentary Commissioner for Administration);
	(b) section 23(2)(b) of the Scotland Act 1998 (power of Scottish Parliament to require persons outside Scotland to give evidence or produce documents);
	(c) section 70(6) of that Act of 1998 (accounts prepared by cross-border authorities);
	(d) section 91(3)(d) of that Act of 1998 (provision for investigation of certain complaints); and
	(e) section 7(5) of the Scottish Public Services Ombudsman Act 2002 (restriction on investigatory powers of ombudsman),
	the Authority is to be treated as a cross-border public authority within the meaning of that Act of 1998."

In section 3 (conduct prohibited without a licence), after subsection (3) insert-

	"(3A) In the application of this Act to Scotland-
	(a) the reference in subsection (3) to the Secretary of State must be construed as a reference to the Scottish Ministers; but
	(b) before making any order under subsection (3) the Scottish Ministers are to consult the Secretary of State."

In section 7 (licensing criteria), after subsection (5) insert-

"(5A) Before giving approval under subsection (5), the Secretary of State shall consult the Scottish Ministers."

In section 11 (appeals in licensing matters)-

(a) in subsection (1), after "court" insert "(in Scotland, to the sheriff)";

(b) in subsection (4), the existing words from "a magistrates'" to "Crown Court" become paragraph (a) and after that paragraph insert"or

(b) the sheriff makes a decision on an appeal under that subsection, an appeal to the Sheriff Principal,"; and

(c) in subsection (6)(d), the existing words from "the appropriate" to the end become sub-paragraph (i) and after that sub-paragraph add"or

(ii) the sheriff or the Sheriff Principal may direct pending an appeal from a determination made on an appeal to the sheriff."

In section 13 (licensing at local authority level), at the end add-

"(8) This section does not apply to Scotland."

In section 15(1) (duty to secure arrangements are in force for granting certain approvals), at the end of paragraph (a) add "or in Scotland".

In section 18 (appeals relating to approvals)-

(a) in subsection (1), after "court" insert "(in Scotland, to the sheriff)";

(b) in subsection (4), the existing words from "a magistrates'" to "Crown Court" become paragraph (a) and after that paragraph insert"or

(b) the sheriff makes a decision on an appeal under that subsection, an appeal to the Sheriff Principal,"; and

(c) in subsection (5)(d), the existing words from "the appropriate" to the end become sub-paragraph (i) and after that sub-paragraph add"or

(ii) the sheriff or the Sheriff Principal may direct pending an appeal from a determination made on an appeal to the sheriff."

In section 23 (criminal liability of directors etc.), the existing words become subsection (1) and after that subsection add-

	"(2) Where an offence under any provision of this Act is committed by a Scottish partnership and is proved to have been committed with the consent or connivance of, or to be attributable to any neglect on the part of-
	(a) a partner; or
	(b) any person who was purporting to be a partner,
	he (as well as the partnership) shall be guilty of that offence and liable to be proceeded against and punished accordingly."

In section 24 (consultation with Security Industry Authority before making orders or regulations etc.)-

(a) after subsection (1) insert-

"(1A) But in Scotland "prescribed" in paragraph 8(3)(d) of Schedule 2 to this Act includes prescribed by regulations made by the Scottish Ministers.";

(b) in subsection (2), after "Secretary of State" insert "or the Scottish Ministers";

(d) after subsection (3) insert-

"(3A) A statutory instrument containing an order or regulations made by the Scottish Ministers, other than an order under section 26(2), shall be subject to annulment in pursuance of a resolution of the Scottish Parliament.";

(e) in subsection (4), after "consult" insert "the Scottish Ministers (except where the order is made by virtue of section 3(2)(j)) and"; and

(f) in subsection (5)(b), at the end add "(or where the order is, or regulations are, made by the Scottish Ministers, as the Scottish Ministers think fit)".

In section 26 (short title, commencement and extent)-

(a) after subsection (2) insert-

	"(2A) In the application of this Act to Scotland-
	(a) the reference in subsection (2) to the Secretary of State must be construed as a reference to the Scottish Ministers; but
	(b) before making any order under subsection (2) the Scottish Ministers are to consult the Secretary of State."; and

(b) in subsection (4), after "Wales" insert "and to Scotland".

In Schedule 1 (the Security Industry Authority)-

(a) in paragraph 1 (membership and chairman), at the end add-

"(4) Before appointing the chairman, the Secretary of State shall consult the Scottish Ministers.";

(b) in paragraph 3 (removal from office), the existing words become sub-paragraph (1) and after that sub-paragraph insert-

"(2) Before removing a person from office as chairman of the Authority, the Secretary of State shall consult the Scottish Ministers.";

"(2A) Before giving consent under sub-paragraph (2), the Secretary of State shall consult the Scottish Ministers.";

(d) in paragraph 14 (money), after sub-paragraph (1) insert-

"(1A) The Scottish Ministers may make payments to the Authority out of the Scottish Consolidated Fund in relation to the exercise by the Authority of its functions in or as regards Scotland.";

(e) in paragraph 16 (accounts)-

(i) in sub-paragraph (3), after second "State" insert ", to the Scottish Ministers"; and

(ii) after sub-paragraph (3) insert-

"(3A) The Scottish Ministers shall present documents received by them under sub-paragraph (3) to the Scottish Parliament."; and

(f) in paragraph 17 (annual report)-

(i) in sub-paragraph (1), after "State" insert "and to the Scottish Ministers"; and

(ii) at the end add-

"(3) The Scottish Ministers shall lay a copy of each such report before the Scottish Parliament."

In Schedule 2 (activities liable to control under the Private Security Industry Act 2001 (c. 12))-

(a) in paragraph 3 (immobilisation of vehicles), at the end add-

"(4) This paragraph does not apply to any activities carried out in Scotland.";

(b) in paragraph 4 (private investigations), after sub-paragraph (4) insert-

	"(4A) This paragraph does not apply to any activities of a person who is an advocate or solicitor in Scotland in the provision of legal services-
	(a) by him;
	(b) by any firm of which he is a partner or by which he is employed;
	(c) by any body corporate of which he is a director or member or by which he is employed.";

	"Taking precognitions
4A	(1) This paragraph applies (subject to sub-paragraph (2)) to the taking, other than on behalf of the Crown, of a precognition for the purposes of, or in anticipation of-
	(a) criminal or civil proceedings in Scotland; or
	(b) proceedings on an application under section 65(7) or (9) of the Children (Scotland) Act 1995.
	(2) This paragraph does not apply to any activities of a person who is an advocate or solicitor in Scotland.";

(d) in paragraph 8(2) (door supervisors etc. for public houses, clubs and comparable venues) after paragraph (e) add-

	"(f) any premises specified in a public house licence (within the meaning of the Licensing (Scotland) Act 1976) which is for the time being in force;
	(g) any premises specified in an hotel licence (within the meaning of that Act) which is for the time being in force;
	(h) any premises specified in an entertainment licence (within the meaning of that Act) which is for the time being in force if they comprise a dance hall;
	(i) any premises comprised in a place to which an occasional licence granted under section 33(1) of that Act (occasional licence for premises other than licensed premises or clubs) to the holder of a public house licence or hotel licence extends;
	(j) any premises comprised in a place to which an occasional permission granted under section 34(1) of that Act (occasional permission for sale of alcohol in the course of catering for events arising from or related to the activities of a voluntary organisation) extends;
	(k) any premises comprised in a place or class of place for the time being specified by resolution under section 9(5)(b) of the Civic Government (Scotland) Act 1982 (resolution specifying place or class of place falling to be licensed if to be used as place of public entertainment);
	(l) any premises comprised in a place where an activity for the time being designated under section 44(1) of that Act (additional activities for which a licence is required) is carried on provided that, in the case of an activity designated under paragraph (a) of that section, the requisite resolution under section 9 of that Act has been obtained;"; and

(e) after paragraph 9 add-

	"Taking precognitions
10	This paragraph applies to any activities which are activities of a security operative by virtue of paragraph 4A of this Schedule."

Prepared 12 April 2005


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