Registering a company: a simple step-by-step guide

Registering a company in the UK involves filing an application to incorporate with Companies House.

This guide explains the legal requirements and essential steps, including choosing a company name, appointing directors, issuing shares, and successfully completing the application process.

Step 1 – Choose a company structure

There are two types of private limited company structures to choose from, which are:

• Limited by shares
• Limited by guarantee

The most commonly used structure is a limited by shares company. It’s specifically designed for people who want to run a commercial (profit-making) business, either alone or with others.

See also: Limited by shares vs limited by guarantee company structure See also: How to choose a company name

A limited by guarantee company is tailored more for non-profit enterprises and charities because there are no shares or shareholders. Thus, all surplus income is used to achieve the non-profit or charitable objectives of the company, rather than being paid to those who ‘own’ and control the company.

Alternatively, you can register a limited liability partnership (LLP), which is tailored to meet the needs of professionals who traditionally operate as partnerships, such as solicitors, dentists, and accountants.

Whichever type of company you require, it will be incorporated as a legal ‘person’. This means that the company:

• will be legally and financially independent of the directors and members
• can enter into contracts in its own name
• can own property and other assets
• will be liable for its own debts and any legal claims brought against it

This legal separation is one of the key benefits of running a business as a limited company or LLP rather than as a sole trader or traditional partnership.

Step 2 – Select a company name

One of the essential requirements of registering a company is selecting an official company name during the incorporation process. The name must be unique, so you can’t choose a name that any existing limited company is currently using.

It’s easy enough to check if the name you want to register is available. Simply enter it into our online name checker (found on our home page), which will automatically compare it against the official register of companies at Companies House and tell you whether it’s available.

Step 3 – Designate a registered office address

Next, you will need to choose an official company address, known as a ‘registered office’. This is where UK Government departments like HMRC and Companies House will deliver important letters and formal notifications, such as:

• information about registering for Corporation Tax and VAT
• reminders to file accounts, tax returns, and confirmation statements
• notice of late filing penalties
• important statutory updates
• legal notices

The location of your registered office is restricted to the country (or ‘jurisdiction’) where your new company is registered. This means that:

• if you incorporate a limited company in the UK jurisdiction of England & Wales, your registered office address must be in England or Wales
• if you incorporate a limited company in Scotland or Northern Ireland, the registered office must be in Scotland or NI respectively.

To learn everything you need to know about registered office address rules and requirements, read the following blog before registering a company: A Registered Office – What is it?

Step 4 – Confirm members, appoint officers, and identify PSCs

To register a company, you will need at least one member (shareholder or guarantor) and one director (officer). Directors are appointed by members (the company’s owners) to run the business on their behalf.

The same individual can be a director and member, meaning you can set up a company on your own. Alternatively, you can have two or more directors and members if you want to own and run the business with other people. This is one of the numerous benefits of registering a company.

You will also have to identify all People with Significant Control (PSCs) who own or control the company. Typically, PSCs are also shareholders or guarantors.

Step 5 – Adopt articles of association

The articles of association is a key constitutional document that all limited companies must adopt and follow. Essentially, it is a rule book that regulates how the company operates, including:

• the relationship between the company and its directors and members
• how shares are issued and transferred
• how decisions are made
• the procedures for appointing and removing directors
• directors’ responsibilities and powers
• payment of dividends

Use a company formation agent, like Rapid Formations. They will provide articles of association for your new company, so you don’t need to worry about providing your own articles.

Step 6 – Specify share structure

If you are registering a company limited by shares, you must decide how many shares you would like to issue. You must issue at least one share, but there is no upper limit.

Shares determine how much of the company is owned by each member. For example:

• If you are the sole shareholder, you could issue one share to yourself, which would represent 100% ownership
• If you register the company with another person, you could issue two shares and take one each, which would result in both members owning 50% of the company.

Whatever you decide, it’s important to understand that the ‘nominal’ value of the shares will determine your financial liability to the company. Most shares are given a nominal value of just £1, but you can choose any amount – so, the more shares you issue, the higher your personal liability for company debts.

Our Guide to Limited Company Shares provides more information and will help you to decide how many shares to issue when registering a company.

Step 7 – Complete an application form

Whilst registering a company may seem like a complex affair, it’s really very straightforward if you incorporate through a trusted company formation agent like Rapid Formations.

You need only select a company formation package and complete a simple online application form. If you need any help, our specialist team is on hand to assist you.

To find out what details you need to provide on our company registration form, please refer to our Required information to Form a Company checklist.

Step 8 – Submit application to Companies House

Once you’ve entered all of the required information, your application will be reviewed by a member of our team (to check for mistakes or missing info) before being electronically delivered to Companies House. The Registrar will then carry out checks to verify the information provided before processing and approving your application.

Our All Inclusive Package - the perfect way to register a company

If all goes well, your application should be approved within 24 hours, but it’s often much quicker. You will receive copies of your company registration documents, including the Certificate of Incorporation, the memorandum and articles of association, and share certificates for each member (if you register a company limited by shares).

At this time, you are free to begin trading through your new UK limited company.

Important steps to take after registering a company

As the director of a limited company, you have a legal duty to set up and maintain statutory company registers, which include:

• Register of Directors
• Register of Directors’ Residential Addresses
• Register of Secretaries
• Register of Members
• Register of People with Significant Control
• Register of Allotments (of shares)
• Register of Transfers (of shares)
• Register of Mortgages and Charges

Typically, these should be stored at the registered office. All of our company registration packages include digital company registers with first entries as standard, so you have one less task to worry about.

Register with HMRC for tax

When you start trading, you must register your company with HMRC for business taxes, including Corporation Tax, VAT, and PAYE. Additionally, each director and shareholder will likely be required to register for Self Assessment to report and pay tax on their untaxed income.

Reporting and filing obligations

Throughout the life of your company, you will have several filing and reporting obligations to fulfil, including:

• Filing an annual confirmation statement
• Delivering Company Tax Returns and accounts to HMRC
• Preparing annual accounts for Companies House
• Paying Corporation Tax (and VAT, if applicable)
• Filing annual Self Assessment tax returns to report your income
• Notifying Companies House and HMRC when specific company details change
• Keeping statutory company registers up to date

At Rapid Formations, we provide various corporate services to help company directors manage their administrative duties and run their businesses efficiently. These include VAT Registration, a Confirmation Statement Service, a Full Company Secretary Service, Business Banking, and Business Telephone Services.

If you are ready to register a company, check out Rapid Formations’ homepage, where you can get started by checking the availability of your preferred company name.