UK Private Limited Company Formation

The UK is a popular jurisdiction for company formation, especially for non-residents. It offers a stable legal system, a reputable business environment, and relatively low setup costs. This makes it an economically attractive option for entrepreneurs looking to establish a presence in Europe.

  • Personal presence is not required.
  • Time of the UK Private Limited Company formation takes 2 DAYS.
  • Popular company type:
    • UK Private Limited Company (PLC)
    • UK Limited Liability Company (LLC)

UK Private Limited Company Formation (UK LTD): Your Gateway to Global Business Main Characteristics and the basic rules of Company registration in the UK

Looking to expand your business internationally? Setting up a UK LTD company provides a reputable, well-regulated, and credible foundation for entrepreneurs, investors, and global businesses. The UK is an attractive jurisdiction for non-residents, offering stability, strong legal protections, and access to international markets.

UK LTD Company Formation for Non-Residents | BRIS Group

Learn how to set up a UK LTD company with BRIS Group. Our experts guide non-residents step by step through company registration, compliance, and UK banking solutions. Discover the advantages of forming a UK LTD, including credibility, access to global markets, and limited liability. Start your international business journey confidently with BRIS Group.

Video: Company formation guide

What is a UK LTD Company?

A UK LTD (Limited Company) is a type of private company limited by shares. It’s a separate legal entity from its owners (shareholders) and directors, meaning it’s responsible for its own debts and liabilities. This separation provides a level of personal protection for the individuals involved.

Guide to Forming a UK LTD Company

Forming a UK LTD company is a relatively straightforward process, but understanding the requirements is crucial. Here’s a simplified guide:

  1. Choose a Company Name: Your company name must be unique and comply with Companies House regulations.
  2. Appoint Directors and a Company Secretary (Optional): You’ll need at least one director. The director can be of any nationality and can reside anywhere in the world. A company secretary is no longer mandatory.
  3. Registered Office Address: You need a registered office address in the UK. This is the official address for correspondence from Companies House and HMRC (the UK tax authority).
  4. Share Capital: Decide on the number and value of shares to be issued.
  5. Memorandum and Articles of Association: These documents outline the company’s purpose and internal rules. Standard templates are available, or you can customize them.
  6. Register with Companies House: Submit the required information and documents to Companies House, either online or by post.

Types of Companies Suitable for Non-Residents

For non-residents, the most common and suitable type of company is a private company limited by shares (LTD). This structure offers flexibility and is relatively easy to set up and maintain.

Advantages of a UK LTD for Non-Residents:

  • Reputation and Credibility: The UK is a respected jurisdiction with a strong legal and financial system. A UK LTD can enhance your business’s credibility.
  • Access to Global Markets: A UK company can facilitate trade and investment with other countries.
  • Tax Efficiency (Potentially): While the UK has a corporate tax rate, with careful planning and depending on your specific circumstances, you may be able to structure your business to minimize your tax burden. Important: Seek professional tax advice.
  • Ease of Formation: The company formation process is relatively simple and can be completed online.
  • Limited Liability: Protects your personal assets from business debts.
  • Access to UK Banking: A UK LTD makes it easier to open a business bank account in the UK.
  • VAT Registration (Optional): If your turnover exceeds a certain threshold, you’ll need to register for VAT. This can also be advantageous for businesses involved in international trade.

Disadvantages of a UK LTD for Non-Residents:

  • Compliance Requirements: You must comply with UK company law, including filing annual accounts and confirmation statements.
  • Tax Obligations: You’ll need to understand and comply with UK tax laws, even if you’re not a resident.
  • Registered Office Requirement: You need a registered office address in the UK, which may require using a service provider.
  • Potential for Scrutiny: As a non-resident director, your company may be subject to greater scrutiny from authorities.
  • Language Barrier: While English is widely spoken, understanding legal and financial documents may require professional assistance.

What is Required for UK LTD Company Registration:

To successfully register your UK LTD company, you’ll need the following:

  • Company Name: A unique and available company name.
  • Director(s) Details: Full name, date of birth, nationality, residential address, and service address (if different).
  • Shareholder(s) Details: Full name, address, and the number of shares each shareholder will hold.
  • Registered Office Address: A physical address in the UK.
  • Memorandum and Articles of Association: These documents outline the company’s purpose and internal rules.
  • Statement of Initial Significant Control (PSC): Information about the individuals or entities who have significant control over the company.

Procedure for UK LTD Company Formation:

  1. Choose a Formation Method:You can register the company yourself online through Companies House, or use a company formation agent.
  2. Prepare Required Information: Gather all the necessary details about directors, shareholders, registered office, etc.
  3. Submit Application: Complete the online application form on the Companies House website or through your chosen agent.
  4. Pay Registration Fee: Pay the required registration fee to Companies House.
  5. Receive Certificate of Incorporation: Once the application is approved, Companies House will issue a Certificate of Incorporation, confirming the company’s legal existence.

Timeframe for UK LTD Company Formation:

  • In most cases, your company can be registered within 24-48 hours. However, it can take longer if there are any issues with your application or if you choose to register by post.

Cost of UK LTD Formation

Basic Companies House Registration Fee: £50 (online)

BRIS Group Professional Package: Starting from £499 (depends on your needs), which includes:

  • Company name availability check
  • Registered office address in the UK
  • Preparation and filing of Memorandum & Articles of Association
  • Director and shareholder documentation
  • Statement of PSC submission
  • Compliance guidance and ongoing support

Note: Additional services like VAT registration, mail forwarding, or accounting services may incur extra fees.

How BRIS Group Can Help You

Our experienced professionals guide you through every step of UK LTD company formation:

  • Company Name Checks: Ensure availability and compliance.
  • Registered Office Services: Provide a UK address.
  • Document Preparation & Filing: Handle all filings with Companies House.
  • Director & Shareholder Services: Assistance with appointments.
  • Compliance Advice: Guidance on UK company law.
  • Tax Advice: Connect with qualified advisors.
  • Bank Account Assistance: Help opening UK business accounts.
  • Ongoing Support: Ensure compliance and smooth operation.

Partnering with BRIS Group allows you to focus on business growth while we manage the legal and administrative aspects.

United Kingdom company formation, UK offshore company registration

  1. What is Corporation Tax in the UK?

Corporation Tax is a tax on the profits of UK resident companies. As of April 2023, the standard rate is 25% for businesses with profits over £250,000. A reduced rate of 19% applies to profits under £50,000, with a tapered rate for those between. Payments are made nine months after the end of the accounting period.

  1. What is Income Tax in the UK?

Income Tax applies to earnings from employment, self-employment, dividends, and other sources. The UK uses a progressive tax system, with rates of 20%, 40%, and 45% depending on income levels for the tax year. The tax-free personal allowance is £12,570 as of 2023.

  1. What is VAT (Value Added Tax) in the UK?

VAT is a consumption tax applied to most goods and services. The standard rate is currently 20%. Businesses must register for VAT if their taxable turnover exceeds £85,000. There are reduced (5%) and zero rates for specific goods and services.

  1. What is the Dividends Tax for UK Limited Companies?

Dividends Tax applies to earnings distributed to shareholders. The first £2,000 of dividends is tax-free. Qualifying dividends are taxed at rates of 8.75%, 33.75%, and 39.35%, depending on the individual’s income tax band. Companies must ensure proper documentation when distributing dividends.

  1. What other taxes apply to Limited Companies in the UK?

In addition to Corporation Tax and VAT, Limited Companies may be subject to Payroll Taxes (such as PAYE and National Insurance contributions), Business Rates on properties, and Capital Gains Tax on the sale of company assets. Compliance with local regulations is crucial for avoiding penalties.

If you have further questions about these tax obligations, consulting with a tax professional is advisable.

What is a UK LTD Company?

A UK LTD (Limited) company is a type of business entity that is legally separate from its owners, providing limited liability protection. This means that the personal assets of its owners are protected from business debts. It is a popular choice for both residents and non-residents looking to conduct business in the UK.

Can non-residents form a UK LTD company?

Yes, non-residents can form a UK LTD company. There are no restrictions on foreign ownership, and non-residents can benefit from the UK’s favorable business environment and tax regime. However, it is essential to follow specific registration procedures and legal requirements for non-residents.

What are the steps to form a UK LTD company as a non-resident?

To form a UK LTD company as a non-resident, you typically need to choose a company name, appoint directors, and shareholders, create a registered office address in the UK, and file certain documents with Companies House. It is advisable to seek assistance from a professional service to ensure compliance with UK laws.

Do I need a UK address to register a LTD company?

Yes, to register a UK LTD company, you need a registered office address in the UK. This can often be provided by company formation agents who specialize in assisting non-residents. The address will be used for official communications and must be a physical address, not a PO Box.

What are the ongoing obligations for UK LTD companies?

Once established, UK LTD companies must comply with ongoing obligations such as filing annual accounts, submitting an annual confirmation statement, and maintaining accurate company records. Non-residents should be aware of these obligations to avoid penalties and maintain good standing.

What are the tax implications for non-resident directors of a UK LTD company?

Non-resident directors of a UK LTD company may be subject to UK tax on their earnings from the company, depending on their residency status and the nature of their earnings. It is advisable to consult with a tax professional to understand the specific tax implications for non-residents.

What is a UK LTD Company?

A UK LTD (Limited) company is a type of business entity that is legally separate from its owners, providing limited liability protection. This means that the personal assets of its owners are protected from business debts. It is a popular choice for both residents and non-residents looking to conduct business in the UK.

Can non-residents form a UK LTD company?

Yes, non-residents can form a UK LTD company. There are no restrictions on foreign ownership, and non-residents can benefit from the UK’s favorable business environment and tax regime. However, it is essential to follow specific registration procedures and legal requirements for non-residents.

What are the steps to form a UK LTD company as a non-resident?

To form a UK LTD company as a non-resident, you typically need to choose a company name, appoint directors, and shareholders, create a registered office address in the UK, and file certain documents with Companies House. It is advisable to seek assistance from a professional service to ensure compliance with UK laws.

Do I need a UK address to register a LTD company?

Yes, to register a UK LTD company, you need a registered office address in the UK. This can often be provided by company formation agents who specialize in assisting non-residents. The address will be used for official communications and must be a physical address, not a PO Box.

What are the ongoing obligations for UK LTD companies?

Once established, UK LTD companies must comply with ongoing obligations such as filing annual accounts, submitting an annual confirmation statement, and maintaining accurate company records. Non-residents should be aware of these obligations to avoid penalties and maintain good standing.

What are the tax implications for non-resident directors of a UK LTD company?

Non-resident directors of a UK LTD company may be subject to UK tax on their earnings from the company, depending on their residency status and the nature of their earnings. It is advisable to consult with a tax professional to understand the specific tax implications for non-residents.

Want more details before getting started?

Explore our UK PLC Company Formation FAQ to find 20+ expert answers to the most common client questions.

This publication is provided for information purposes only. This info should not be treated as a substitute for a tax or legal consultation or legislation. You should not act on the basis of the information contained in this publication without having obtained individual advice from the professional expert.

BRIS GROUP does not assume responsibility for any damage resulting from decisions made by the reader on the basis of this publication.

About UK

Capital: London

Region: Europe

Language: English

Currency: Great British Pound (GBP)

Time Zones: GMT +0

Dial Code: +44

Abbreviations: UK

Helping Your Company Thrive in the UK With us, starting and running a business in the UK will be easy and efficient!

  • Full support of the company’s registration in the UK: from the preparation of documents to their submission.
  • Remote registration: all processes are online, wherever you are.
  • Secretary and Treasurer: we can take on these important roles.
  • Nominal directors and shareholders: we will ensure the confidentiality of your information.
  • Help in opening a bank account: we will simplify this complex process.
  • Registration for taxes, VAT and EORI: ensure all requirements are met.
  • Website development: we will create a professional online representation for your business.
  • Logo creation: we will design a unique and memorable logo for your brand.
  • Full administrative support of the company: we will take over routine tasks.

 

  • Mailing address organization: we provide a reliable mailing address for your business.
  • Organization of the virtual office: we will ensure the professional image of your company.
  • Telephone answering service: we will answer calls on behalf of your company.
  • Accounting, audit and reporting: ensure accurate and timely accounting.
  • Preparing and filing a VAT declaration: let’s save you the trouble.
  • Interaction with local authorities: take over communication with state institutions.
  • Trademark registration: protect your brand.
  • More Emphasis on Customer Input.

Our team of consultants are here to take you through the process.