Procedures for setting up a company in the UK

The UK is a global business hub, attracting businesses from all over the world thanks to its favorable business environment, transparent legal system, and developed infrastructure. Setting up a company in the UK can offer many benefits, including access to a large market, international credibility, and the ability to raise capital more easily. The procedures for establishing a company in the UK will mostly be carried out at the Companies House business registry, Viet An Law would like to guide customers through the article below.

Procedures for registering a company name when establishing a company in the UK

Registering a company name is an important step in the process of setting up a business in the United Kingdom. The company name is not only a sign of your brand identity, but it must also comply with legal regulations to ensure uniqueness and avoid confusion with other businesses. The process of registering a company name is carried out as follows:

Check Name Availability

• Go to the Companies House website (the UK business registry) via the following link: https://find-and-update.company-information.service.gov.uk/company-name-availability and use the company name checker to see if the name you choose is registered.
• The naming of the company needs to comply with the following rules:
  • The company name must be unique and must not contain offensive, sensitive or prohibited words.
  • The company name must also not be identical or too similar to the name of the previously registered companies.
  • For more details on the company naming rules, you can refer to the Companies House guide at: https://www.gov.uk/government/publications/incorporation-and-names

Procedures for registering a business address when establishing a company in the UK

A business address is the official address of your company, registered with Companies House. This address will be published on the company’s records and is the place to receive correspondence and legal documents from government agencies, partners and customers.

Requirements for Business Address

• Physical address: The business address should be a physical location where you can receive mail and documents. This address can be your company’s office, or your home address if you work from home.
• Not a PO Box: The business address must not be a PO Box – (PO Box is a post office address rental service. The tenant will have a separate address at the post office to receive mail and parcels)
• UK address: The business address must be in the United Kingdom (England, Scotland, Wales, or Northern Ireland).

Procedures for setting up a company in the UK

Complete the memorandum of incorporation and company charter

The completion of the Memorandum of Incorporation (MOA) and Articles of Association (AOA) is a key step in the process of starting a business in the UK. These two legal documents not only serve as a “guideline” for all activities and management structure of the company, but also a solid legal foundation for resolving disputes, if any.

Memorandum of Incorporation (MOA) – Statement of Objectives

• Definition: The MOA, or Memorandum of Incorporation, is an important legal document that outlines the company’s objectives, scope of activities, and powers. It also establishes the relationship between the company and its members and other stakeholders.
• Content:
  • Company Name
  • Head Office Address: Where the company is headquartered in its operations.
  • Operational objectives: Orient the company’s business path.
  • Charter capital: Total contributed capital of members.
  • Limited liability of members: Limit the liability of members to the scope of capital contribution.
• Role: The MOA is the foundation for building the AOA and the limit for the company’s activities. Any action that goes beyond the scope set forth in the MOA is considered invalid.

Articles of Association (AOA) – Rules of Operation

• Definition: AOA, or company charter, is a document that details how a company manages and operates its operations. The AOA includes rules for the organization, management, rights and obligations of members, as well as regulations on the organization of board meetings, election of the board of directors, and other matters related to the internal operations of the company.
• Content:
  • Regulations on members and shares: Determine the rights and obligations of members and shareholders.
  • Regulations on the board of directors and the board of directors: The organizational structure and powers of the board of directors and the board of directors.
  • Regulations on meetings and voting: The process of organizing meetings and voting of members and shareholders.
  • Financial and accounting regulations: Regulations on financial management and accounting of the company.
  • Regulations on dispute resolution: Mechanism for resolving disputes that may occur between members, shareholders and the company.
• Role: AOA is the basis for operating and managing the company’s operations, ensuring transparency and efficiency in business operations.

Determination of Standard Industrial Classification Codes of Economic Activities

The SIC (Standard Industrial Classification of Economic Activities) code is a widely used classification system to classify businesses based on the type of economic activity they undertake. Finding the right SIC code for your business is quite simple. You can go directly to the Companies House website and follow these steps:

• Log in to Companies Houses website via this link below: https://companieshouse.blog.gov.uk/2021/10/12/choosing-a-standard-industrial-classification-sic-code-for-your-company/
• Enter keywords related to your economic activity in the search box.
• Select the SIC code that best suits your economic activity from the list of results.

Filing a dossier with the Enterprise Registry

Once you have completed all the above steps, you can apply for company formation in the UK

Steps to apply

• Log in the Companies House website: You need to visit the official website of Companies House at: https://www.gov.uk/government/organisations/companies-house
• Choose how to apply: Companies House offers two forms of registration: online and by mail.
• Fill in the information and upload the document:
  • You will need to fill in all the information about the company, including name, address, information about directors and shareholders, SIC code, and other information as required.
  • Upload the required documents, including MOA, AOA, and identification documents of directors and shareholders.
• Pay the registration fee
• Inspection and confirmation:
  • After completing the above steps, double-check all the information and documents provided.
  • Confirm the registration and wait for the results.

Processing time

• The application processing time usually takes a few business days.
• Once your application is accepted, you will receive a Certificate of Incorporation.