How to Register Limited Company UK: how to register limited company uk guide

Publish Date:
12 December 2025
Author:
Mohamed Sayedi
How to Register Limited Company UK: how to register limited company uk guide

Right then, let's get you ready to register your limited company. It’s a massive step, but a bit of prep work now will save you a world of pain later. Before you even think about filling in forms, you need to get your ducks in a row. We're talking about nailing down your company structure, picking a name that won’t get you into trouble, and collecting all the personal details you'll need.

Getting this groundwork sorted first means you’ll sail through the official process and start on a solid footing.

Your Essential Pre-Registration Checklist

A Pre-Registration Checklist, pen, notepad, and laptop with a UK flag sticker for company setup.

Before you hit the official government website, let’s talk strategy. The decisions you make at this stage will define your company's legal setup, its public face, and how you'll handle things administratively for years to come. Think of this as drawing up the blueprints before calling in the builders.

Choosing Your Company Structure

First things first: what kind of limited company are you setting up? For most new businesses, it boils down to two main options: ‘limited by shares’ or ‘limited by guarantee’.

  • Limited by Shares: This is the go-to for 99% of commercial businesses. It’s designed for companies that want to make a profit. The business is owned by shareholders, and if things go south, their liability is capped at the value of their shares. If you're starting a standard for-profit venture, this is almost certainly the one for you.
  • Limited by Guarantee: This structure is mainly for non-profits—think charities, community projects, or sports clubs. Instead of shareholders and shares, it has 'guarantors' who promise to pay a fixed (usually small) amount if the company folds. Any profits are typically ploughed back into the organisation’s mission.

For anyone planning to build a commercial business, a company limited by shares is the way to go. It gives you the flexibility to grow, take on investment, and pay out profits down the line. It's a fundamental choice, and we cover it in more detail in our guide on how to start a business in the UK.

Selecting a Unique and Compliant Company Name

Picking a name isn't just a branding exercise—it’s a legal minefield if you get it wrong. Your company name has to be unique. It can’t be identical or even "too similar" to one that’s already on the Companies House register.

A classic mistake is finding a name that’s available on Companies House and assuming you're good to go. Not so fast. You also need to check it doesn't step on an existing trademark. Using a trademarked name, even accidentally, can land you in a costly legal mess that forces a complete rebrand. Do yourself a favour and run a search on the UK's Intellectual Property Office (IPO) database before you commit.

Pro Tip: Your company name is your brand. Make sure it's not just available at Companies House but also clear of any trademarks. A five-minute search now can save you a five-figure legal bill later.

On top of that, your name can't be offensive or use 'sensitive' words that suggest a connection to government or regulated bodies without permission. If you fancy using words like 'Royal', 'Bank', 'Chartered', or 'Trust', you’ll need to provide justification and get official approval first.

Gathering Details for Directors and Shareholders

Got your structure and name sorted? Great. The last piece of the puzzle is gathering the personal details for every director and shareholder involved. Trust me, having this all in one place before you start the application will make life so much easier.

Here's what you'll need for each person:

  • Full Forename(s) and Surname
  • Date of Birth
  • Nationality
  • Occupation
  • Country of Residence
  • Full Residential Address
  • Service Address (this is the one that goes on the public record)

Compiling this info beforehand means that when it's time to register, you can get it all done in one sitting without scrambling for missing details. Whether you register directly online or use an agent, this simple prep work is a game-changer.

Once you’ve nailed the name, the next big job is figuring out who’s who in your new company. This isn’t just about fancy job titles; it’s about assigning the official, legally recognised roles that Companies House needs to know about. Getting this structure right from day one is fundamental to registering a limited company and can save you a world of headaches down the line.

Every company is built on a foundation of key people who either own it, run it, or in many cases, do both. Let's break down what these roles actually mean.

Assigning Directors and Their Duties

Think of a director as the person steering the ship. They’re responsible for the day-to-day running of the company. You have to appoint at least one, and they must be over 16. It’s a common myth that directors have to be shareholders, but that’s not true at all—you can appoint someone purely to manage the business.

This role comes with some serious legal weight, often called 'fiduciary duties'. These aren't just gentle suggestions; they are legally binding obligations you owe to the company itself.

  • Act within powers: You must stick to the rules laid out in the company’s governing documents (its articles of association).
  • Promote the success of the company: Every decision should be made for the benefit of the shareholders as a group.
  • Exercise independent judgement: You can take advice, but the buck stops with you. The final call must be your own.
  • Exercise reasonable care, skill, and diligence: In simple terms, you’re expected to know what you’re doing and do it competently.
  • Avoid conflicts of interest: The company’s interests must always come before your personal ones.

Be aware that a director’s name and service address are public information, listed on the Companies House register. Transparency is a big deal in UK company law.

Understanding Shareholders and Share Capital

Shareholders are the owners. It’s that simple. Their ownership is carved up into units called shares, and the number of shares someone holds dictates their slice of the company pie and their voting power.

When you first set up, you have to decide on the initial share capital. This boils down to two things: how many shares you'll create and what their 'nominal value' will be. For most startups, a simple and effective setup is issuing 100 shares with a nominal value of £1 each.

This gives you a total share capital of £100. Critically, this figure has nothing to do with what your company is actually worth. It’s an administrative figure that defines the shareholders' limited liability. If the business were to fail, the most a shareholder would owe is the amount unpaid on their shares—in this case, £100.

A company's share capital is not a measure of its market value. A multi-million-pound business can be built on an initial share capital of just a few pounds. The structure is designed for ownership and liability, not valuation.

This structure also makes it incredibly easy to divide ownership. For example, two co-founders can each take 50 shares, giving them a clean 50/50 split. It’s a straightforward way to establish exactly who owns what from the get-go. Getting expert advice on share structures is one of the key ways accountants support limited companies.

The Role of a Person with Significant Control

Companies House wants to know who is really pulling the strings. That’s where the ‘Person with Significant Control’ (or PSC) comes in. This is a transparency measure designed to show who genuinely owns and controls UK companies.

You have to identify and register your company's PSCs. An individual qualifies as a PSC if they meet one or more of these conditions:

  1. They hold more than 25% of the company's shares.
  2. They hold more than 25% of the company's voting rights.
  3. They have the right to appoint or remove a majority of the board of directors.
  4. They have the right to exercise significant influence or control over the company.

For most new businesses, the shareholders are also the PSCs. In our two-founder example where each owns 50% of the shares, both would be registered as PSCs.

Your Company's Governing Documents

Finally, every company needs a rulebook. This comes in the form of two key documents:

  • Memorandum of Association: This is a simple, formal statement from the first shareholders confirming they want to form a company. It's a standard template you'll agree to during the registration process.
  • Articles of Association: This is the detailed guide to running the company. It covers everything from the powers of the directors and the rights of shareholders to how meetings should be run.

Most new companies just adopt the standard 'model articles' provided by Companies House. They’re perfectly fine for the vast majority of businesses and keep the registration process simple. You’d only really need to think about bespoke articles if your setup is more complex, like if you have different classes of shares or special voting rules.

A Practical Walkthrough of the Registration Process

Okay, you've picked a great company name and figured out who's doing what. Now for the exciting part: making it official. The actual process of registering your limited company in the UK is surprisingly straightforward, and you have two main roads you can take.

You can either go it alone and register directly through the Companies House online portal, or you can get a helping hand from a company formation agent.

Each path has its pros and cons, and the best choice really boils down to your budget, confidence, and how much time you want to sink into the admin side of things. Let's break down what each option looks like in the real world.

Option One: Registering Directly with Companies House

The most direct and cheapest way to get incorporated is by using the government's own online service. This route puts you firmly in the driver's seat, and honestly, the process is much simpler than it was years ago.

First up, you'll need a Government Gateway user ID. If you don't already have one from dealing with your Self Assessment or other government services, creating one is your first task. Once you're in, the online form walks you through everything you've already prepared: your company name, registered office address, director details, who the shareholders are, and the PSCs.

A really important part of this process now involves identity checks. As part of a bigger push to clean up the register and improve transparency, directors and PSCs will need to verify who they are. We've covered the new rules in our detailed guide on Companies House ID verification. It’s a crucial step, so don’t skip over it.

Key Takeaway: Registering directly is perfect for founders on a tight budget who are confident in the information they've gathered. The cost is tiny—just the £12 Companies House filing fee—and you can have your certificate in as little as 24 hours.

Option Two: Using a Company Formation Agent

If the thought of tackling all that paperwork yourself feels a bit daunting, a company formation agent is a fantastic alternative. These are specialist outfits that handle the entire registration process for you, often for a very small fee.

The real magic of using an agent is the extra support and peace of mind they offer. Their websites are often a bit more user-friendly than the government portal, and critically, they'll check your application before sending it off. This simple review can catch small mistakes that might otherwise get your application rejected, saving you time and hassle.

Many agents also bundle in other useful services that new businesses desperately need, such as:

  • A Registered Office Address: A life-saver if you want to keep your home address off the public record.
  • A Director's Service Address: Works the same way as the above, but for protecting your directors' personal addresses.
  • Business Banking Referrals: Agents often have partnerships that can speed up the process of opening a business bank account.
  • Document Templates: Some will throw in handy templates for things like your first board meeting minutes or share certificates.

The image below lays out the key roles you'll be defining—Directors, Shareholders, and Persons with Significant Control.

Flowchart showing UK company roles: Directors, Shareholders, and Persons with Significant Control (PSCS).

Getting a clear picture of how these roles fit together is fundamental to completing your application accurately, whether you do it yourself or bring in an agent.

Making the Right Choice for Your Business

So, which way should you go? It really comes down to a simple trade-off between cost and convenience. To make it easier, here's a side-by-side look.

Comparing Registration Methods: Direct vs. Formation Agent

FeatureDirect with Companies HouseUsing a Formation Agent
CostThe lowest possible cost, typically just £12.Varies by package, usually from £20 - £150+.
SpeedVery fast, often approved within 24 hours.Can be even quicker, with same-day registration offered.
SupportYou're limited to official government guidance.You get phone and email support from their team.
Error CheckingOnly basic automated checks are performed.Includes a manual pre-submission review to catch errors.
Additional ServicesNone are included.Bundled services like a registered office address are available.

Ultimately, if you’ve done your homework and you're just setting up a simple, one-person company, the direct route is perfectly manageable and saves you a few quid.

However, if you've got a slightly more complex setup with multiple directors, you want to keep your home address private, or you'd just feel better having an expert pair of eyes on your application, the small extra cost for an agent is often money well spent.

What to Do Immediately After You Incorporate

Business documents for company registration and tax, with a calendar and credit card.

Congratulations, your company is officially on the public register! That certificate of incorporation is a huge milestone, but the reality is your journey is just beginning. What you do in the next few weeks is just as crucial as the registration itself and will set the tone for your company's financial health and legal compliance.

Think of it like getting the keys to a new house. The property is legally yours, but you still need to sort out the council tax, set up utilities, and get insurance. In the same way, your new company now has immediate obligations to HMRC, along with a few best practices you should follow to avoid chaos down the line.

Getting Right with HMRC

The second your company is formed, it’s on HMRC's radar. Your first and most urgent job is to register for Corporation Tax. You are legally required to do this within three months of starting to trade—and 'trading' can be anything from buying stock to invoicing your first client. Don't put it off.

When you register, HMRC will send you a Unique Taxpayer Reference (UTR) for your company. Keep this number somewhere safe; you'll need it for everything from filing your Company Tax Return to speaking with the tax office. Missing the registration deadline can lead to penalties and a whole lot of unnecessary stress, so make this your absolute top priority.

Key Action: Register for Corporation Tax as soon as you start any business activity. The three-month deadline flies by, and staying on the right side of HMRC from day one is non-negotiable.

Setting Up Payroll and VAT

So, will you be paying yourself a salary? Or are you planning on bringing staff on board? If the answer to either is yes, you'll need to register for PAYE (Pay As You Earn) before your first payday. This is the system that lets you report employee earnings and deduct the correct tax and National Insurance.

A key next step for many new businesses is figuring out how the whole process works, from understanding your responsibilities as an employer to hiring your very first employee.

Next up is Value Added Tax (VAT). VAT registration becomes compulsory once your taxable turnover hits the government-set threshold in any rolling 12-month period. It's vital to monitor your sales closely because failing to register on time leads to penalties. Some businesses choose to register voluntarily before hitting the threshold, which can be a smart move if your clients are also VAT-registered, but be aware that it does add to your admin workload.

Open a Business Bank Account

This isn’t just a friendly suggestion; it's a fundamental requirement. A limited company is a separate legal entity from you, and its finances must be kept entirely separate. Mixing business and personal funds is a recipe for an accounting nightmare and can land you in serious legal trouble.

Opening a dedicated business account gives you a clean financial record. It makes bookkeeping a hundred times easier, simplifies filing your annual accounts, and presents a much more professional image to clients and suppliers. For more guidance, check out our guide on how to set up a business bank account.

Establish Your Accounting System

Finally, whatever you do, don't wait until your year-end is looming to think about your books. Setting up a solid accounting system from day one is one of the smartest things any new director can do. This could be a well-organised spreadsheet to start with or, even better, cloud accounting software like Xero or QuickBooks.

This proactive approach gives you a real-time view of your financial position, helping you make better business decisions. It also makes life infinitely easier for your accountant when it's time to prepare your statutory accounts and tax returns.

Keeping Your Company in Good Standing

Getting your limited company registered is a huge milestone, but it's really just the starting line. Now, the real work begins. Running a company comes with a list of legal and financial duties that you simply can't ignore. Staying on top of these from day one is the secret to keeping your business healthy and compliant for the long haul.

These aren't just box-ticking exercises. Think of them as the essential maintenance that keeps your business engine running smoothly and, most importantly, legally. They ensure transparency and keep the public record accurate, which builds trust with customers, suppliers, and even lenders.

The Annual Confirmation Statement

One of your most important yearly tasks is filing a Confirmation Statement with Companies House. You have to do this at least once every 12 months. This isn't a financial report; it's a snapshot to confirm that the non-financial details they hold for your company are still correct.

You’ll be double-checking things like:

  • Your registered office address
  • The names and current addresses of your directors
  • Details of your shareholders and how many shares they hold
  • Information on your People with Significant Control (PSCs)

If nothing has changed in the last year, you just log in and 'confirm' the information is still accurate. Simple. If you've moved office or appointed a new director, you update those details when you file. Missing the deadline is a big deal – it’s a criminal offence and can lead to Companies House striking your company off the register.

Filing Your Annual Accounts and Company Tax Return

This is the big one that trips a lot of new directors up. Every year, your company has to prepare two major financial documents: its annual accounts and a Company Tax Return (CT600). They go to two different places and have different deadlines.

Your annual accounts get sent to Companies House. The deadline is exactly 9 months after your company's financial year-end. These accounts show a picture of your company's financial performance and position, including a balance sheet and a profit and loss account.

The Company Tax Return goes to HMRC. This is what you use to work out and report how much Corporation Tax you owe. Here's where it gets tricky: the deadline to pay your Corporation Tax is usually 9 months and one day after your year-end, but the deadline to actually file the return is 12 months after your year-end. To keep things simple, most small businesses just file the return and make the payment at the same time.

Crucial Deadline: Don't get the filing deadlines mixed up. Accounts are due at Companies House 9 months after year-end. Your tax return is due at HMRC 12 months after year-end, but the tax itself must be paid much earlier. Missing these can land you with automatic, hefty penalties.

Reporting Changes as They Happen

Your responsibility to keep the public record accurate doesn't just pop up once a year with the Confirmation Statement. Certain important changes need to be reported to Companies House much faster, usually within 14 days.

You need to tell them straight away about things like:

  • Appointing a new director or company secretary
  • A director or secretary resigning
  • Changing your registered office address
  • Changing where your official company records are kept (if not at the registered office)
  • Issuing new shares

Getting these updates filed promptly ensures that anyone looking up your company sees the correct, up-to-date information.

Other Key Director Duties

Beyond these big filing requirements, you have other responsibilities ticking along in the background. You must maintain the company's "statutory books" – these are the official records, like a register of all shareholders, directors, and PSCs.

As your business grows, other obligations will come into play. A key part of managing your company involves creating effective strategies for business growth through customer feedback. It’s also vital to get your head around taxes like VAT. Our guide explains what the VAT registration threshold is so you know when you might need to register. These ongoing duties ensure your business not only starts on the right foot but stays compliant as it scales.

Got Questions About Company Registration? We’ve Got Answers

Stepping into the world of company registration can feel like you’re learning a new language. It’s only natural that a few questions will pop up. Getting straight answers makes the whole thing less daunting and helps you sidestep common trip-ups.

Let's tackle some of the most frequent queries we hear from founders just like you.

How Long Does Online Registration Really Take?

One of the biggest myths is that company formation is a long, drawn-out process. The reality? It’s surprisingly quick.

If you go directly through the Companies House service or use a formation agent, your application can be approved in as little as 24 hours. The actual online form often takes just 15 to 20 minutes to fill out, assuming you’ve got all your details ready to go. Any delays usually come down to incorrect or missing information, which is why a little prep work goes a long way.

Can I Use My Home Address as the Registered Office?

Yes, you can absolutely use your home address as your company’s registered office. It’s a common choice for new businesses.

But there’s a catch: this address becomes part of the public record, visible to anyone who looks up your company. For privacy reasons, many founders decide against it. Using a professional address service—often offered by accountants or formation agents—keeps your personal details off the public register and gives your business a more established feel right from the start.

Do I Need an Accountant from Day One?

Legally, no, you don't need an accountant to register your company. But strategically? It's one of the smartest early moves you can make.

An experienced accountant can give you invaluable advice on your share structure, make sure you're set up in the most tax-efficient way possible, and guide you through your immediate obligations with HMRC.

Bringing an accountant on board early isn't a cost; it's an investment. Their initial guidance can save you from costly structural mistakes and ensure your company is built on a solid financial foundation.

Think of it as getting the blueprints right before you start building. With professional advice from the get-go, you can focus on growing your business, confident that the financial side is correctly structured and compliant.

What Is the Difference Between a Director and a Shareholder?

This is a classic point of confusion, but the distinction is actually quite simple.

  • Directors are the ones who run the company. They’re responsible for the day-to-day management and making key business decisions.
  • Shareholders are the ones who own the company. Their ownership is shown by the shares they hold in the business.

In a lot of small limited companies, especially at the start, the same person is both the sole director and the sole shareholder. That’s perfectly fine. But it's not a rule. You can have a director who owns no shares, or a shareholder who has zero involvement in running the business.


Ready to set up your limited company on the right financial footing? The team at GenTax Accountants specialises in helping new businesses navigate the complexities of formation, compliance, and growth. Let us handle the numbers so you can focus on building your vision. Get in touch with us today.