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 £1,000, this is divided into 1,000 ordinary shares valued at £1.00 each (it is not required to have all of the shares issued, but 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.
Economy Package
£ 82.00
Annual Maintenance Fee £50.00
This is our most popular package with EU residents, and includes:
The registration your company from scratch using one of our registered office addresses, and appoint your own candidates to the roles of director, secretary (if needed), and shareholder;
The standard capital on formation is £1,000, this is divided into 1,000 ordinary shares valued at £1.00 each (it is not required to have all of the shares issued, but 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 also included in the price of this package (our registered office address service is charged annually);
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.
Premier Package
£ 131.95
Annual Maintenance Fee £99.95
This is another one very popular package for small and medium size businesses, such as those being run by a sole director from home, and for companies owned by overseas residents who still need a local registered office address but would rather not open local offices;
This package is often chosen by such customers, who are looking to minimise a sole director personal liability (and who are not quite familiar with the new UK corporate legislation), because this package includes a provision of a nominee secretary for 12 months. This package is also includes:
The registration your company from scratch using one of our registered office addresses, and appoint your own candidates to the roles of director, and shareholder;
The standard capital on formation is £1,000, this is divided into 1,000 ordinary shares valued at £1.00 each (it is not required to have all of the shares issued, but 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 also included in the price of this package (our nominee secretary service is charged annually);
The following hard bound copy 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.
Deluxe Package
£ 256.95
Annual Maintenance Fee £379.95
The Deluxe business start-up package is our most popular package with international customers, and includes:
Incorporation of your company from scratch using one of our registered office addresses, and our nominee director, we will appoint your own candidates to the role of shareholder and secretary (if needed);
The standard capital on formation is £1,000, this is divided into 1,000 ordinary shares valued at £1.00 each (it is not required to have all of the shares issued, but 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 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.
Name Protection
£ 22.00
Annual Maintenance Fee £60.00
This package allows you to register a company name with Companies House and thus prevent this name being used to form a company by anyone else, and includes:
The registration of a non-trading limited company with your choice of name;
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, a nominee shareholder, and a nominee director.
Management of the company: Coddan will file the annual return and dormant company accounts on your behalf for an annual fee of £60.00.
If you do not wish to renew the management option at the end of term, the company will be dissolved. If you allow your registration to expire, or do not notify Coddan of your intention to renew your protection period, you will no longer have exclusive rights to this company name.
Business Start-Up: Legal Requirements
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.
Every company 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.
WHAT PERIOD MUST A COMPANY'S FIRST ACCOUNTS COVER?
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 company was incorporated on 10 June 2001 its ARD would be set at 30 June, and the first accounts would cover a period from 10 June 2001 to 30 June 2002 - or up to seven days either side of that date.
WHAT ABOUT COMPANIES INCORPORATED OVERSEAS?
A company incorporated overseas which has registered:
A branch in Great Britain, and which does not have to publish audited accounts in its country of incorporation; or a place of business in Great Britain. Is subject to the same ARD rules except that it is not restricted as to how often it may extend accounting periods. The same Form 225 is used to change the ARD.
Important Links
Coddan is one of the foremost and most economical providers of limited companies formation and new business entity registration services in the UK. Coddan is a leading company set-up agent that has expertise in off the shelf companies, ready-made companies, own name company formation as well as company search, credit checking, company secretarial, accounting and bookkeeping, tax advice & charity registration. Simple cost effective limited company set-up. No paper forms to complete, all information provided electronically. Coddan offer a range of services for business, including business company set-up, virtual office services, mailing address, and company secretarial services.
Suggested Reading
DO ALL COMPANIES HAVE TO KEEP ACCOUNTING RECORDS?
Yes. All limited and unlimited companies, whether or not they are trading, must keep accounting records.
WHAT DOES A SET OF ACCOUNTS INCLUDE?
Generally, accounts must include:
A profit and loss account (or income and expenditure account if the company is not trading for profit). A balance sheet signed by a director. An auditors' report signed by the auditor (if appropriate). A directors' report signed by a director or the secretary of the company. Notes to the accounts; and group accounts (if appropriate).
DO ALL COMPANIES HAVE TO DELIVER THEIR ACCOUNTS TO THE REGISTRAR?
All limited and public limited companies must send their accounts to the Registrar. If they are eligible and wish to, medium-sized, small, very small and dormant companies may prepare and file "abbreviated accounts".
WHAT HAPPENS TO DOCUMENTS SENT TO COMPANIES HOUSE?
The documents and forms you deliver to Companies House are scanned to produce an electronic image. The original documents are then stored, and the electronic image is used as the working document. When your business contacts view the company record, they see the electronic image reproduced on-line or on microfilm. So it is important not only that the original is legible, but that it can also produce a clear copy. The remainder of this chapter lays down a few quality guidelines to follow when preparing accounts and other documents for filing at Companies House.
WHAT HAPPENS IF MY DOCUMENTS DO NOT MEET THE GUIDELINES?
Section 706 of the Act allows Companies House to reject documents that cannot be captured electronically, giving a notice saying why they are unacceptable. An acceptable copy must be delivered within 14 days of the notice (otherwise Companies House treat the original as not having been delivered).
HOW SHOULD DOCUMENTS BE SET OUT?
Every document delivered to the Registrar must state prominently the registered number of the company, and must comply with any requirements specified by the Registrar relating to the legibility of that document. Briefly, documents should be on A4 size, plain white paper between 80gsm and 100gsm in weight with a matt finish. Text should be black, clear, legible, and of uniform density.
WHAT IS A SMALL OR MEDIUM-SIZED COMPANY?
Public companies and certain companies in the regulated sectors cannot qualify as small or medium-sized companies. For other companies, the size of the company in terms of its turnover, balance sheet total (meaning the total of the fixed and current assets) and average number of employees determines whether it is classed as small or medium-sized. The exact conditions are given below. To be a small company, at least two of the following conditions must be met:
General Advantages of UK Private Limited Companies:
1. Liability is, in the vast majority of cases, strictly limited to the investments made by the shareholders. 2. Company Officers are not personally liable for their actions unless there is a clear and serious breach of their fiduciary duty. 3. Limited companies often benefit from greater prestige than their sole proprietorship or partnership counterparts. The reason is because such an enterprise normally requires more planning and thus is deemed more credible. 4. Limited companies often benefit from significant tax advantages. In fact, many countries around the world give exclusive tax incentives to this type of entity. 5. The rights of shareholders are normally clearly defined and protected. 6. Corporate taxes only become payable after the end of the financial year. This means money that would otherwise be taxed on a monthly or quarterly basis, is available to earn further interest before the final payment of tax. 7. You need only appoint one Director and one Shareholder. 8. Directors can be corporate bodies or private individuals. 9. A Director can be of any nationality. 10. All companies must appoint a company Secretary who can be of any nationality.
Annual turnover must be £ 2,800,000 or less. The balance sheet total must be £ 1,400,000 or less. The average number of employees must be 50 or fewer.
To be a medium-sized company, at least two of the following conditions must be met:
Annual turnover must be £ 11,200,000 or less. The balance sheet total must be £ 5,600,000 or less. The average number of employees must be 250 or fewer.
Generally, a company qualifies as "small" or "medium-sized" in its first financial year, or in any subsequent financial year if it fulfils the conditions in that year and the year before. If the company ceases to be small or medium-sized, the exemption continues for the first year that the company does not fulfil the conditions.
If you think the company might qualify as small or medium-sized, you should consult a professional accountant before you prepare "special-provision" accounts. If you abbreviate the accounts, you will also need a special auditor's report for filing with the Registrar, confirming that the company qualifies to produce such accounts.
WHAT IF A SMALL OR MEDIUM-SIZED COMPANY IS REQUIRED TO PREPARE GROUP ACCOUNTS?
A small parent company which has prepared individual accounts for its members using the special provisions of section 246(2) or (3) of the Companies Act 1985, may choose to prepare group accounts under the special provisions of section 248A. However, a small group cannot file abbreviated accounts at Companies House. Group accounts prepared under section 248A must contain a statement above the signature on the balance sheet, confirming that they are prepared in accordance with the special provisions of Part VII of the Companies Act 1985 relating to small companies.
AUDIT EXEMPTION FOR DORMANT COMPANIES. WHAT EXEMPTION IS AVAILABLE?
Dormant companies can claim exemption from audit and need only prepare and deliver to Companies House an abbreviated balance sheet and notes. A profit-and-loss account and directors' report do not have to be included in dormant company accounts filed at Companies House but a directors' report must be provided to members.
WHAT IS A DORMANT COMPANY?
A company is dormant if it has had no "significant accounting transactions" during the period. For accounting periods ending on or after 26 July 2000,when considering if a company is dormant you can disregard the following financial transactions:
Payment for shares taken by subscribers to the memorandum of association. Fees paid to the Registrar of Companies for a change of company name, the re-registration of a company and filing annual returns; and civil penalties imposed by the egistrar of companies for delivering accounts to the Registrar after the statutory time allowed for filing.
For accounting periods ending before 26 July 2000, only payment for shares taken by subscribers to the memorandum of association may be disregarded. A company may not take advantage of the dormant company audit exemption if it is:
A banking company, that is, a company authorised under the Banking Act 1987. An insurance company, as defined in the Insurance Companies Act 1982. An "authorised person" under the Financial Services Act 1986.
If the company has not been dormant since incorporation, but has become dormant, it may take advantage of the exemptions provided that:
It has been dormant since the end of the previous financial year; and it does not have to prepare group accounts for that year; and it qualifies as a "small company" in relation to that year, or would have qualified as small but for the fact that it is: a public company; or a member of a group of companies which included a public company, a banking or insurance company or an authorised person under the Financial Services Act 1986.
WHAT INFORMATION MUST DORMANT ACCOUNTS CONTAIN?
Dormant accounts filed at Companies House need not include a profit-and-loss account or directors' report. Model balance sheets are shown at the end of this chapter. Unaudited dormant accounts are much simpler than those of a trading company but must show: an abbreviated balance sheet containing statements above the director's signature to the effect that the company was dormant throughout the accounting period; any previous year's figures for comparison - even though there are no items of income or expenditure for the current year. Certain notes to the balance sheet.
CAN I OBTAIN A STANDARD FORM FOR DORMANT ACCOUNTS FROM COMPANIES HOUSE?
Yes, although you do not have to use it. Form DCA, available from Companies House, is for dormant companies that have not traded since incorporation. This form is unsuitable for companies that became dormant after trading. However, model balance sheets and notes for all types of dormant companies are set out at the end of this chapter.
PARTNERSHIP ACCOUNTS
The Partnerships and Unlimited Companies (Accounts) Regulations 1993 require companies which are members of "qualifying partnerships" to prepare and attach accounts of the partnership to their own accounts.
WHAT IS A QUALIFYING PARTNERSHIP?
A qualifying partnership is a partnership that is governed by the laws of any part of Great Britain if each of the members is: a limited company; or an unlimited company or a Scottish firm, each of whose members is a limited company.
Please Note: Any reference to a qualifying partnership in relation to a limited partnership is a reference to the general partners only. Any reference to a limited company, an unlimited company, a Scottish firm or another partnership includes any comparable undertaking formed under the laws of another state.
WHAT ACCOUNTS MUST THE PARTNERSHIP PREPARE?
The partnership must prepare and have audited accounts as if it were a company formed under the Companies Act 1985 so as to conform to Part VII of that Act. The Act has been amended to take account of the circumstances of qualifying partnerships. However, the partnership may take advantage of regulation 7, which permits the accounts to be dealt with on a consolidated basis as group accounts prepared by either:
A member of the partnership which is established under the law of a member state of the European Economic Area (EEA); or a parent undertaking of such a member.
In these cases, the accounts must be prepared on a consolidated basis under the law of the member state in accordance with the Seventh Company Law Directive. A note must be included to say that the accounts have been prepared to take advantage of this regulation.
FOR WHAT PERIOD MUST THE PARTNERSHIP ACCOUNTS BE PREPARED?
The accounts may cover any period up to 18 months which may be specified in the partnership agreement. If a period is not specified in the agreement, the partnership accounts must be drawn up for each 12-month period ending on 31 March in each year.
WHEN MUST THE ACCOUNTS BE PREPARED?
The partnership accounts must be prepared within a period of 10 months after the end of the financial year.
ARE THERE ANY PENALTIES FOR NON-COMPLIANCE?
Yes. Every partner in a qualifying partnership or every director of a company that is a partner may be prosecuted and fined up to £ 5,000.
Guidance & FAQs
FAQs: Accounting Reference Dates
£ 32.00
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 provision of a registered office address for 12 months is also included in the price of this package (our registered office address service is charged annually);
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