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In the UK the process of incorporation is called company formation, it is also sometimes referred to as company registration. Under UK and most international law a company or corporation is considered a separate entity to the people who own or operate the business.
Today the majority of UK companies are formed the same day electronically. Companies can be created by individuals, specialised agents, solicitors or accountants. Many solicitors and accountants subcontract incorporation out to specialised company formation agents. Most agents offer company formation packages for less than £100, the cost of carrying out paper filing directly with Companies House is £20. This fee does not include the cost of witnessing documents or preparation of memorandum & articles of association for the company which would usually be carried out by a solicitor or accountant. Forming a company via the paper filing method can take up to 4 weeks.
Contents |
Formation Process
Paper process
Until the commencement of section 9 of the Companies Act 2006, planned for 1 October 2009, incorporation is done under section 10 of the Companies Act 1985. Those forming a company must send the following documents, together with the registration fee, to the Registrar of Companies.
For detailed information see the Companies House guide.[1]
Articles of Association
The Articles of Association (often referred to as just ‘articles’) is the document which sets out the rules for the running of the company's internal affairs.[2] The company's articles delivered to the Registrar must be signed by each subscriber in front of a witness who must attest the signature.
Form 10
Form 10 gives details of the first directors, secretary and the intended address of the registered office. As well as their names and addresses, the company's directors must give their date of birth, occupation and details of other directorships they have held within the last five years. Each officer appointed and each subscriber (or their agent) must sign and date the form.
Form 12
Form 12 is a statutory declaration of compliance with all the legal requirements relating to the incorporation of a company. It must be signed by a solicitor who is forming the company, or by one of the people named as a director or company secretary on Form 10. It must be signed in the presence of a commissioner for oaths, a notary public, a justice of the peace or a solicitor. There is usually a £5 fee payable to the person that witnesses the statutory declaration.
Electronic process
The key difference with the paper process is that there is no Form 12 or other requirement for a statutory declaration. This significantly speeds the process, and Companies House's record for an electronic company formation is five minutes.
The electronic process can be accessed using compatible software that works with the Companies House eFiling service[3] and an account with Companies House. Company formation agents have direct links into Companies House, to look up the company name, and submit the company. Different agents have differences in their processes caused by their website and software implementation. Companies House have a list of company formation agents that have passed integration testing[4].
Types of company
The following can be formed by registration at Companies House:
- Public limited company (plc)
- Private company limited by shares (Ltd, Limited)
- Company limited by guarantee
- Unlimited company
- Limited liability partnership (LLP)
- Limited partnership (LP)
- Societas Europaea (SE): European Union-wide company structure
- Community interest company
- European economic interest grouping (EEIG)
Notes
- ^ Companies House Guide to Company Formation
- ^ "Setting up a limited company - the basics," Constructaquote.com, http://www.constructaquote.com/home/business-guides/setting-up-a-limited-company--the-basics/incorporation.aspx
- ^ E-Filing compatible software providers
- ^ E-filing company formation agents
See also
- Incorporation (business) - US perspective
External links
This entry is from Wikipedia, the leading user-contributed encyclopedia. It may not have been reviewed by professional editors (see full disclaimer)
