UK
- PRIVATE LIMITED COMPANY
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Type of Company for International Trade and Investment
Private Limited Company.
Procedure
to Incorporate
Submission of Memorandum and Articles of Association, Declaration of
Compliance and Statement of the First Directors and Secretary and notification
of the situation of the Registered Office with the requisite fee to
Companies House.
Restrictions
on Trading
Yes, for specified groups, which include banking, insurance, financial
services, consumer credit related services and employment agencies.
Powers
of a Company
A Company incorporated in the United Kingdom has the same powers as
a natural person.
Language
of Legislation and Corporate Documents
English.
Registered
Office Required
Yes, must be maintained in the United Kingdom.
Shelf
Companies Available
Yes.
Time
Scale to Incorporate
Ten to fifteen working days or one day on payment of an additional fee
to Companies House.
Name
Restrictions
Any name that is identical or similar to an existing company; any name
which would be considered offensive or suggests criminal activity; or
any name that suggests the patronage of the Royal Family or the Government
of the United Kingdom. Restricted names include the use of the following
words:- assurance, bank, benevolent, building society, Chamber of Commerce,
fund management, insurance, investment fund, loans, municipal, reassurance,
reinsurance, savings, trust, trustees, university or their foreign language
equivalents for which the approval of the Secretary of State is first
required.
Language
of Name
Whilst the name of company can be in any language, the documentation
must be in English. Any name in a language other than English must be
accompanied by a certified translation to ensure that the name is not
restricted. However, if the company is incorporated in Wales, documentation
in Welsh will be accepted.
Names
Requiring Consent or License
Banking and all financial services activities such as insurance.
Suffixes
to Denote
Limited Liability,Limited Company or the relevant abbreviations.
Disclosure
of Beneficial Ownership to Authorities
No, but disclosure may in certain circumstances be required for accounting
purposes. (Accounts must be filed and are available for inspection by
the public).
Compliance
Authorized
and Issued Share Capital
Private Company - The minimum issued capital is one share, but further
capital is usually issued to reflect the stability and strength of the
company. A private company is normally incorporated with an authorized
share capital of £1,000.
Classes
of Shares Permitted
Ordinary shares, preference shares, deferred shares, redeemable shares
and shares with or without voting rights.
Taxation
Taxation is paid by companies in the UK based upon audited accounts,
which are submitted to the Inland Revenue at the end of the company’s
financial year. A company is free to choose its own year-end. Companies
pay capital gains tax and corporation tax at the rate of 19% where the
net profit before tax does not exceed £300,000. The tax payable increases
thereafter in stages until the net profit before tax reaches £1.5 million
where the top rate of corporation tax is charged at the rate of 30%.
These limits for the lower and higher rate of corporation tax apply
to the total profits (worldwide) of group companies and associated companies.
Obtaining the lower rate of tax can be problematic for UK companies
owned outside the UK.
Double
Taxation Agreements
The United Kingdom is party to more double tax treaties than any other
sovereign state.
License
Fees
None.
Financial
Statement Requirements
All UK companies are required to file accounts prepared in statutory
form with the Registrar of Companies and the Inland Revenue. Companies
whose annual turnover does not exceed £1,000,000 are not required to
file independently audited accounts and in such cases the directors
must self-certify the accounts.
Directors
A private company must have at least one director and a public company
must have at least two directors. Directors may be natural persons or
bodies corporate. They may be of any nationality and need not reside
in the United Kingdom.
Company Secretary
A company secretary must be appointed. The company secretary may be
a natural person or a body corporate. They can be of any nationality
and need not reside in the United Kingdom.
Shareholders
For private companies, the minimum number of shareholders is one and
for public companies the minimum number is two.
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