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United Kingdom Company Formation Frequently asked questions (FAQs)

1. When should the annual return UK be delivered?

The annual return UK should be delivered to the Registrar of Companies for registration within 42 days after the company's return date. Different types of companies have different return date.

  • A Private Company (except in the year of its incorporation)
    • Deliver an annual return in respect of every year within 42 days after the anniversary of the date of the company's incorporation.
  • For Public/Guarantee Company
    • You must deliver an annual return in respect of every financial year.
    • The return date for a Public Company is 6 months after the end of the company's accounting reference period and 9 months for Guarantee Company.

Accounting reference period is the period by reference to which the company's annual financial statements are to be prepared.

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2. How to file your UK Private Limited Company Tax Return?

You’ll need to provide:

  • Your limited company’s statutory accounts
  • The accounts required by your unincorporated association’s rules
  • Director’s loans (money owed to your business) that weren’t repaid by the end of the accounting period
  • Profit from selling assets (‘chargeable gains’)
  • Reliefs you’re claiming
  • Capital allowances you’re claiming for business assets
  • Losses you’re claiming

After the end of its financial year, your private limited company must prepare:

  • Full (‘statutory’) annual accounts
  • A Company Tax Return

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3. What are the minimum requirements for setting up a limited company UK?

A basic UK Private Limited Company (LTD) must include at least:

  • one director (individual)
  • one shareholder (individual or corporate)
  • a registered office address in the UK (PO box is not allowed).

Offshore Company Corp will provide a registered office address and secretarial services. Offshore Company Corp can also provide a nominee director and a nominee shareholder if needed to protect your privacy.

There is no prescribed minimum share capital. Usual number of shares the UK Government will issue is 1000 at £1.00 each.

The minimum requirement to form a UK Private Limited Company (LTD) is at least one shareholder and one director, who can be the same person.

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4. Do I need to reside in the UK to have a company?

You do not need to be a UK individual to have a limited company. A foreigner can have 100% ownership of the UK company.

5. How to open a offshore company in UK | Start a business in UK | Private or Public Limited Company or LLP

How to open a offshore company/business in UK?

Step 1 UK Offshore Company Formation, initially Our Relationship Managers team will ask you have to provide the detailed information of the Shareholder/Director's names and information. You can select level of services you need, normal with 2 working days or a working day in urgent case. Furthermore, give the proposal company names so that we can check the eligibility of company name in Company House system.

Step 2 You settle the payment for Our Service fee and official UK Government Fee required. We accept payment by Credit/Debit Card Visa Visa Discover American , Paypal Paypal or Wire Transfer to our HSBC bank account HSBC bank account 

Step 3 After collecting full information from you, Offshore Company Corp will send you a digital version (Certificate of Incorporation, Register of Shareholder/Directors, Share Certificate, Memorandum of Association and Articles etc.) via email. Full UK Offshore Company kit will courier to your resident address by express (TNT, DHL or UPS etc.).

You can open bank account for your company in European, Hong Kong, Singapore or other jurisdictions supported offshore bank accounts! You are freedom international money transfer under your offshore company.

Your UK Company formation completed, ready to do international business!

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6. What is a business secretary?

A business secretary is by and large named to take care of a percentage of the executives' obligations, for example, keeping up and documenting statutory registers and organization records.

Moreover, the Secretary company will provide a business address for you.

 

7. What is difference between LLP and private limited in UK?
Private Limited by Share LLP
Can be registered, owned and managed by just one individual – a sole person acting as both the director and shareholder A minimum of two members are required to set up an LLP.
The liability of shareholders or guarantors is limited to the amount paid or unpaid on their shares, or the amount of their guarantees. The liability of LLP members is limited to the amount each member guarantees to pay if the business runs into financial difficulty or is wound up.
A limited company can receive loans and capital investment from outside investors. An LLP can only receive loan capital. It cannot offer equity shares in the business to non-LLP members.
Limited companies pay corporation tax and capital gains tax on all taxable income. LLP members pay income tax, National Insurance and capital gains tax on all taxable income. The LLP itself has no tax liability.
You need to inform the Secretary company for each time changing of director, shareholder. It is easier to change the internal management structure and distribution of profits in an LLP.

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8. What is difference Virtual Office address and Registration Address Services with my company?

Registration Address only receive mailing from local government authority related to your registration, annual return and tax return (if any for some jurisdiction).

Virtual address service allows your company to have a local address and to receive mail there, sometime you can have a local phone number, which, in some cases, can lend more credibility to your company.

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9. If I do not want my name shows up, how can I do that?

Offshore Company Corp can also provide a nominee director and a nominee shareholder to protect your privacy.

Nominee non-beneficiary, non-executive and just name only on paperwork.

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10. What are the main differences & tax liabilities of LLPs between limited companies?

Limited companies and LLPs share many similarities, most notably the reduced financial responsibility of the owners. However, they do have significant differences as well, namely:

  • capital investment opportunities;
  • flexibility of internal structure and members’ rights; and
  • the allocation and taxation of business profits.

The main differences between a limited company and an LLP

  • A limited company can be registered, owned and managed by just one individual – a sole person acting as both the director and shareholder (or guarantor). A minimum of two members are required to set up an LLP. However, one way around this is to set up a dormant limited company as the second LLP member.
  • The liability of shareholders or guarantors is limited to the amount paid or unpaid on their shares, or the amount of their guarantees. The liability of LLP members is limited to the amount each member guarantees to pay if the business runs into financial difficulty or is wound up.
  • A limited company can receive loans and capital investment from outside investors. An LLP can only receive loan capital. It cannot offer equity shares in the business to non-LLP members.
  • Limited companies pay corporation tax and capital gains tax on all taxable income. LLP members pay income tax, National Insurance and capital gains tax on all taxable income. The LLP itself has no tax liability.
  • It is easier to change the internal management structure and distribution of profits in an LLP.
  • A limited company can be operated as a non-profit business. An LLP must be set up with the intention of making a profit.

Read more: File income tax return UK

Different tax liabilities of LLPs and limited companies

Limited company tax liability

All taxable income generated by a limited company is subject to corporation tax at 20%. Any salary a director receives will be liable for income tax, National Insurance and employers’ NI contributions. However, directors are often also shareholders. This means they are treated as employees of their own company. The distribution of profits to directors can be done in such a way that much of the money they receive is not subject to corporation tax or personal income tax.

LLP tax liability

A limited liability partnership (LLP) is a separate legal business structure that, at one and the same time, grants the benefits of limited liability while allowing the partnership's members to enjoy the flexibility of structuring the business as a partnership in the traditional sense. LLPs are intended for those businesses that carry on a profession or trade.
Just two LLP members are required to be held liable for filing LLP accounts and other secretarial duties.
If the LLP's members are not resident in the UK and the income of the LLP is derived from a non-UK source, then neither the LLP nor its members will be subject to UK taxation. So LLPs in the UK bring together a number of benefits.

  • Limited liability protection
  • Corporate status with unlimited capacity
  • The ability of members to not only operate but also be taxed as a partnership

Consequently, an LLP in the UK is characterised by being a very flexible body for trade in the international market place which, if structured correctly, can escape being subject to taxation in the UK.

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11. How long does it take to get VAT and tax number for the UK company?

Unique Taxpayer Reference (UTR). You’ll get an activation code in the post within 10 working days of enrolling (21 days if you’re abroad). When you have your code, sign in to your online account to file your return online. (Link

Value Added Tax (VAT) usually takes at least 3 weeks to obtain.

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12. Timeframe and minimum requirements for setting up a UK Private Limited Company/ LLPs?

The minimum requirement to form

  • UK Private Limited Company (LTD) is
    • At least one shareholder
    • One director, who can be the same person.
  • For the LLPs
    • At least 2 members must be provided.
  • Offshore Company Corp will provide a registered office address and secretarial services.
  • It normally takes 2 working days to form a new company

In order to set up a UK Private Limited Company, Offshore Company Corp will need:

  • Passport of each shareholder/beneficial owner and director
  • Proof of residential address of each director and shareholder (Must be in English or certified translation version)
  • A SIC which has the closest description to your business activity

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13. What are the business activities that I am allowed to register with The Companies House?

A SIC code is a Standard Industrial Classification code. These are used by Companies House to classify the type of economic activity in which a company or other type of business is engaged. This information must be provided by all companies and LLPs at the time of company formation, regardless of whether the business will be active or dormant.

SIC codes must then be confirmed or updated on an annual basis when the company files its confirmation statement (formerly the annual return)

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14. What happens if I provide the wrong SIC code for my limited company?

You will just inform Offshore Company Corp who is the Secretary company to update the SIC for your company.

15. Why should I use Offshore Company Corp to form my UK company but not other provider who has lower fee?
  • Our professionals have more than 10 years’ experience in offshore consultancy. During this time we have been able to develop a network of offshore service providers that remains unparalleled.
  • We provide tailor-made advice to our clients, fully integrating the latest laws.
  • We are one of the most competitive offshore providers.
  • After the company is formed, our professional advisory team will always advise you. We provide customer support 24/7.

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16. When should the annual return be delivered?

The annual return should be delivered to the Registrar of Companies for registration within 42 days after the company's return date. Different types of companies have different return date.

A Private Company should, except in the year of its incorporation, deliver an annual return in respect of every year within 42 days after the anniversary of the date of the company's incorporation.

17. My company is inactive-- do I still need to pay corporation tax as well as submit an income tax return?

If your business is presently not operating, investing or continuing company tasks, HMRC considers it inactive for corporation tax return objectives. In these circumstances, your business is immune for corporation tax and not needed to submit a business tax return.

In many cases, an inactive firm might still be responsible for corporation tax if HMRC sends out a 'Notification to supply a business tax return'. It could put on a recently operating that comes to be inactive throughout its corporation tax bookkeeping duration. If this occurs, you just submit a tax return within a year of the completion of your tax return duration.

A limited business that is inactive ought to notify HMRC when it does end up operating fully. You have 3 months from the beginning of the tax return accountancy duration to let HMRC recognise it is active, and also this could be conveniently done utilising HMRC's on-line enrollment solution or by offering the pertinent details in creating.

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18. How do I shutting down limited company in UK?

A business could be closed a variety of means.

  • If your firm is bankrupt, you might request to strike off the Companies Register or you could begin a participants' volunteer liquidation.
  • Otherwise, the company must be in good condition if you want to close it.

The procedure will be done by your secretary company.

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19. Company formation in London, UK - How a foreign can?

How can I register a foreign company in London to do business?

Company Formation in London, as well as the United Kingdom (UK) to do business, is the best way to approach a huge customer market in Europe and take advantage of the tax policies from the government of the UK for foreign companies.

Register your company to Companies House, if you want to set up and own a foreign company in London or in the UK. Applicants can not register partnerships and unincorporated bodies to form a foreign company in the UK.

Filling in the provided form and submitting it to Companies House along with your address and registration fee to register a foreign company in the UK no more than 1 month of opening for business. Cheque and postal orders are accepted to pay the fee.

Any changes to your UK companies details must notify Companies House within 14 days. The information includes:

  • Company’s name and address;
  • Nature of business;
  • Information about directors, secretaries or people authorized to represent the company;
  • Company information such as accounting, power of directors and secretaries, etc.
  • Company constitution such as articles of association, company regulations, etc.

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20. What are the advantages of starting a business in the UK?

The investors will have more advantages to start a business in the UK. The UK is ranked 8th among 190 economies in the ease of doing business (according to the latest World Bank annual ratings in 2019).

With having geographical closeness to Europe, easy access to European and global markets, starting a business in the UK will give businesses many advantages in the international trade environment.

Opening a business in the UK is always appealing to investors because the regulations are easier than other countries.

Moreover, the UK’s Double Taxation treaties will open more opportunities in trading and company development.

Some advantages when starting a business in the UK, including:

  • Stable economic and policy jurisdiction with very good standing in Europe. The investors will have the advantage of reputation that allows the companies to easily operate in the international market.
  • Corporate tax exemption on foreign dividends: the foreign companies do not pay dividend tax received from both ordinary and nonordinary shares from other companies.
  • Tax rate 19%: The corporate tax rate is 19% in the UK as of April 2020 which is applied to all income within the country.
  • The UK has double tax treaties with lots of countries such as Singapore, Poland, Netherlands, Myanmar, Hong Kong, Germany, Cyprus, Canada, and so on.
  • No minimum capital requirement.
  • The charter capital can be registered in many different currencies.

Starting a business in foreign countries, especially in developed countries such as the UK, is the popular choice of foreigners and investors because it has many opportunities and effectiveness for the medium and big businesses.

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21. What are the considerations when establishing a business in the UK?

Establishing a business in the UK, the owner must understand clearly the UK government’s regulations and requirements to avoid violations as the following below:

  • The businesses must comply with Anti-Money Laundering Legislation.
  • Every year, the businesses need to submit Financial Statements and Annual Returns to Companies House: all reports must be written or translated into English and followed the government forms.

When using One IBC’s services, the business owners do not worry about complex reports that are required in the UK. With a professional and experienced team in consulting and helping in setting up companies in many countries around the world.

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22. How to start a business in UK for foreigner?

Any foreigners can start a business in UK. The mandatory steps to set up a business in the UK as following below:

  • Chose the suitable type of UK company that fits the demand business activity.
  • Register the company name: The owners can check the company name in an online website to ensure a name is chosen that is not already used. (Read moreRegister a company name UK)
  • Register a UK office address: The address is chosen must be a physical address and it will be recorded publicly on the online register.
  • Register a director: At least one person with age above 16 for the director position. He can be either a UK resident or a foreigner.
  • The owner should understand about UK’s obligation, taxation policy, and financial year as well.

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23. Can a foreigner start a business in the UK?

Any foreigners can start a business in the UK. The mandatory steps to set up a business in the UK as following below:

  • Chose the suitable type of UK company that fits the demand business activity.
  • Register the company name: The owners can check the company name in an online website to ensure a name is chosen that is not already used.
  • Register a UK office address: The address is chosen must be a physical address and it will be recorded publicly on the online register.
  • Register a director: At least one person with age above 16 for the director position. He can be either a UK resident or a foreigner.
  • The owner should understand about UK’s obligation, taxation policy, and financial year as well.
24. What are the benefits of UK limited company incorporation?

Many people would like to penetrate the UK market as a sole trader. Yet, there are more benefits of incorporation UK for business owners, compared to being sole traders.

Achieve tax benefits of UK limited company incorporation

One benefit of UK limited company incorporation is that you will pay less personal tax than a self-employed sole trader.

To reduce the National Insurance Contributions (NICs) payments, a small salary can be taken from the business, and in the form of shareholder dividends, more income can be taken out of. Dividend payments are not subjected to NICs payments as they are taxed separately for a Limited Company which means you could have more earnings from your business.

Moreover, another benefit that a sole trader doesn’t have access to is a Limited Company that allows the owner to fund the owner’s executive pension while claiming it as a legitimate business expense. Tax efficiencies are great benefits of company incorporation in the UK.

Read more: How to start a business in UK for foreigner

Gain legal protection

By having a registered limited company, it will gain its own distinct entity that is separated from the company owner. Any financial losses made by your business will be paid off by the company rather than you personally. This means that your own personal assets will be protected if the business faces any risks.

Another huge benefit of incorporation in the UK is that your business name is protected by UK law. Without your permission, others can not trade under your registered company name or a similar name in the same business sector. Therefore, your customers will not be confused or taken away by your competitors.

Build a professional image and create better business opportunities

Your UK limited company incorporation will benefit your business from a more professional image. This can help to build customer trust in your products or services and also give you more opportunities to cooperate with the potential partners.

Besides, you can ask for funding from investors with a limited company status more easily compared to as a sole trader.

These are significant benefits of incorporation in the UK that you should consider when thinking about how to expand your business into the UK.

If you need advice or assistance to set up a UK company, contact us now at [email protected]. We are experts in providing business consultancy and corporate services. Just let us know, we will assist you to achieve your business goals.

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