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Help, Information and Guidelines

Knowing how difficult it is starting a new venture, it is the same for us all in the beginning.

We have put together a few notes that we hope will assist you through this minefield. Click on a title to expand that section.

Why Create your Limited Company on Line?

As part of a Government directive, Companies House have developed a system, which enablesLimited Company registration to be carried out electronically. Since its onset in 2001 only a handful of businesses have developed software, which after passing stringent tests, Companies House have approved. CFS International Formations Limited is one of those businesses. New Limited Companies can now be created within hours instead of the normal seven to ten days. No more going out to post documents or waiting for your friendly postman to arrive each morning. All documents are transferred by Email. Within hours you can have your own personal company, complete with all the required legal documentation, including the Certificate of Incorporation and the Memorandum of Association. Companies House reject less Electronic Incorporations than paper based Incorporations. This is mainly due to the automatic data checking which is performed on each application we submit.

CFS International Formations can form incorporations with the intended directors and secretaries as the first directors and secretaries thereby eliminating the need for changing directors, secretaries and shareholders once the company has been formed. As our system is Internet based you or your colleagues will be able to login and submit orders from any PC (which has internet access) located at any of your company's branches or even from home.

Why CFS International Formations Limited?

We believe CFS International Formations Limited are the only company who have developed their own software, which is also available for other Formation Agents to use and is not part of a large package to which agents need to subscribe, download software or to purchase licences or packages. To keep life simple and uncomplicated, we have developed a simple pay as you go policy. Log on to our Web site, enter your New Company and payment details, register a company, then sit back and wait for your Company to arrive.

With our Companies you are registered as the first Directors/Secretaries and shareholders. Other agents form Companies using Agent Directors who then resign and transfer the shares to your Directors. By forming Companies with the correct Officers, from the beginning, eliminates a great deal of unnecessary paperwork, time and expense. Access to our system can be done from anywhere, any PC and from any member of your team providing they have the login details. Our website is suitable for the individual who wishes to incorporate their own company to company formations agents incorporating many companies. You can view any incorporation details submitted at any time, saving you precious time when records need to be retrieved.

Procedure

We realise that sometimes a lot of information is required to form a new Limited Company and as you are going through the process realise some detail is not to hand. Not to worry, we have developed our system such that you can enter as much or as little information at a time. You can even keep going back time and time again to add a bit more or change details that have already been entered. You can even log out and come back to it the next day and continue from where you left off. When you are happy with the information entered then you can submit the Company for Incorporation. Creating your own Limited Company can be achieved in a few easy steps.

  1. Enter the Companies Details (Registered Office).
  2. Enter the Companies Officers Details (Directors and Secretary).
  3. Check and confirm all details are correct.
  4. Enter your Payment details (via a secure link).
  5. Submit your application.
  6. Your new Company, together with all the required legal documentation, will be emailed directly to you the Same Day (Companies House dependant).

Personal Identification Information

As Electronic documents cannot be physically signed, another method of identification is required. These are your Personal Identification Details. You can choose any three from seven personal details to give. Enter the first three digits of your choice i.e. if you select Town of Birth and your Town of Birth is Blackpool then enter BLA.

Incorporation Number

Once you Company has been created you are given an Incorporation Number, by Companies House. This number will appear on your Certificate of Incorporation, which is emailed to you in PDF format directly from Companies House, along with your other company documents. The Company is not a legal entity until this number has been allocated. Once allocated the number will automatically be added to your Company details.

Registered Office

  • A Company registered in England & Wales must have its Registered Office in England or Wales.
  • A Company registered in Scotland must have its Registered Office in Scotland.
  • A PO Box address cannot be used for the Registered Office.
  • The Registered Office address is kept on public record and is the address to which all Companies House correspondence will be sent.
  • If your company trading address is different you must make it clear where your registered office address is.
  • For a change to the Registered Office address use Form AD01

Company Officers

This is where you can enter all the Company Officers Details.

This includes the Secretary, Directors, Subscribers and Declarant.

You only need to enter a persons details once and that person can be selected for any role(s) you require.

Corporate Appointment

If a Company is acting as an Officer in the formation of the Incorporation, enter the name of that Company here.

In the Forename and Surname fields, details of a responsible contact person from within that Corporate Company must be entered.

This is a mandatory requirement specified by Companies House.

Companies Act 2006 April 2008 Implementation

Accounts changes (Part 15) for companies with accounting periods starting on or after 6th April 2008

The delivery time for accounts has been reduced by one month (for both private & public limited companies). Private companies have reduced from 10 months to 9 months, and public companies from 7 months to 6 months. Full calendar months for filing periods have also been introduced. Where the accounting period ends on a month end, the accounts filing period will end on a month end, except for the first accounting period.

The accounts balance sheet and director's report will be required to refer to the Companies Act 2006 statements.

  • What are the specific references in the 2006 Act that relate to the shortening of the accounts filing periods, and when are they effective from?
    Section 442 'Period allowed for filing accounts', will commence on 6th April 2008. Therefore it will apply to all accounting periods that begin on or after 6th April 2008.
  • What are the changes to the statements?
    The accounts statements have changed to refer to the 2006 Act. (Click here for the new accounts statements).
  • Will certain companies still be able to file abbreviated accounts?
    Yes
  • Will there be any changes to the accounts exemption thresholds?
    Yes - please click here for the new accounts exemption thresholds.
  • Will the definition of 'participating interest' in section 260 of the Companies Act 1985 be re-enacted in secondary legislation relating to accounting?
    Yes section 260 of the 1985 Act will be reinstated without modification in the regulations to be made under Part 15 of the 2006 Act.

Secretary changes (Part 12)

The company secretary becomes optional for private companies but they will remain mandatory for public companies.

  • When do the company secretary changes come into force?
    From 6th April 2008 the provision for enabling private companies to choose whether they wish to have a company secretary will come into force.
  • Do I still need a company secretary after 6th April 2008?
    A private company will have the option whether or not they maintain their company secretary.
  • If the company decide they no longer need a company secretary what is the process?
    If the company decide they no longer need a company secretary they will need to inform Companies House via WebFiling or on the TM02 form.
  • Will the company be required to amend the Articles?
    The company will be required to amend the Articles if there is a specific reference to the company having a secretary. However if the Articles only refer to the secretary's duties there is no need to make an amendment.
  • When the company amends the Articles what documentation must be submitted to Companies House?
    The company must submit a written or special resolution together with an updated version of the Articles.
  • Can a company have a sole director and no secretary?
    Yes.
  • Must the secretary be a person or can they be a corporate?
    The new provisions being introduced in October 2009 relating to natural directors, do not apply to secretaries. Secretaries can still be corporate.
  • When do the remaining provisions relating to secretaries come into force?
    These come into force on 1st October 2009. From that date secretaries who are an individual person will be able to file a service address for the public record and corporate secretaries will be required to give details of where they are registered and the registered company number, if applicable.

Capital changes (Part 20)

Public limited companies need to establish whether they are maintaining the minimum share capital in sterling or euros (previously only sterling was permitted)

  • What section of the 2006 Act relates to the public company minimum share capital changes?
    Sections 761-767 in the 2006 Act relate to the public company minimum share capital in euros.
  • What are the minimum authorised share capital requirements in sterling and euros?
    The minimum authorised share capital is either £50,000 in sterling or €65,600 in euros.

Auditors

Are there any changes to the requirements for audit and auditors in the CA 2006?

Yes. For accounting periods starting on or after 6th April 2008 auditors reports will have to state, in the case of an individual, the name of the auditor and be signed by him. Where the auditor is a firm the report must state the name of the senior statutory auditor, the name of the firm and be signed by the statutory auditor in his own name. All signatures on auditors reports must be dated.

Will there be any exemptions from stating the auditors name on the auditors report?

Yes. If the company feels that there is a risk that the auditor or any other person is at risk of serious violence or intimidation as a result of the auditors name being stated they may pass a resolution to omit the name. A notice of the resolution must be given to the Secretary of State. This will only be applicable to auditors reports relating to accounting periods starting on or after 06 April 2008.

Note-under no circumstances should a copy of the resolution or notice be filed at Companies House

Are there any other changes in Part 16-Audit?

Yes. Section 507 now includes an offence where a person knowingly or recklessly causes an auditors report to include any misleading, false or deceptive material. A person guilty of this offence will be liable to a fine up to a maximum of £5000. Sections 522-525 are new provisions which introduce new duties on auditors and companies to notify the appropriate authorities when an auditor leaves office, setting out the circumstances or reasons if any.

Check Company Details

Prior to submitting for Incorporation, all details must be checked as far as possible, which can be done from the report page.

Any errors or omissions will be pointed out for correction and you will be able to amend details from the report page.

Details entered onto our system can only be checked to ensure they are in the correct format.

We are not able to correct any spelling mistakes and as such it is your responsibility to ensure information is entered correctly.

Submit for Incorporation

From here we can take your payment details securely and submit the company directly to Companies House for incorporation.

Why a Limited Company?

Advantages of a Limited Company:

The profits, losses, assets and liabilities belong to the Company.

The Company is owned by its members, the shareholders, and run by the Director(s).

This gives the Directors limited liabilities. If the Company should fail the Director's personal assets are protected. The business can continue to trade despite the resignation or death of any Directors or Shareholders.

Other reasons for choosing a Limited Company could include ownership of property, obtaining outside finance, taxation, status and protection from risk.

Summary:

If you have a Limited Company you are limiting your personal liabilities. This means that if a company is put into liquidation, the people who own the company will only be required to pay what they have already paid or agreed to pay towards settling its debts.

A limited Company is a separate legal entity created by Companies House.

Once incorporated Companies House issue a Company Registration Number and a Certificate of Incorporation.

Certificate of Incorporation

Your Certificate of Incorporation is an official document, which amongst other things states: -

  • The name of your Company.
  • The Company Number.
  • The Date of Incorporation.

The Certificate is emailed to you in PDF format as a file attachment and should be printed using black ink on A4 sized, 160gsm Ivory coloured Inkjet/Laser paper with a plain background, which can be purchased from any good stationers.

Declarant

A Declarant declares that all the information entered in the application is true, and must also hold a position as a Director or a Secretary within the company.

Director

A Company must have at least one Director and can be of any nationality residing anywhere in the world. There is no limit to the number of Directors allowed.

A Directors responsibility is to manage the day-to-day operation of the Company, and ensure that statutory documents are delivered to the Registrar as and when required. These would include: accounts, annual returns (form AR01), notice of change of Directors or Secretaries (forms CH01, CH02, CH03 or CH04) and a change in the Registered Office address (form AD01). Failure to deliver documents on time is a criminal offence and could result in the directors being prosecuted. On conviction, a director could receive a criminal record and a fine of up to £5,000 for each offence. Persistent failure to deliver statutory documents on time, may also lead to a director being disqualified from taking part in the management of a company for a specified period. The directors must also be aware, at all times, of the Company's financial situation.

The Companies Act lays down strict rules regarding the duties and conduct of Directors. Details of these obligations are available from Companies House Web Site.

Directors can be held personally liable for non-compliance of Company Law.

Anyone can be a Company Director or Secretary unless: -

  • They have been disqualified by court order.
  • They are an un discharged bankrupt.
  • They are a foreign national, subject to restrictions imposed by the UK Government.

Secretary

A Company must have at least one Director and can be of any nationality residing anywhere in the world. There is no limit to the number of Directors allowed.

A Directors responsibility is to manage the day-to-day operation of the Company, and ensure that statutory documents are delivered to the Registrar as and when required. These would include: accounts, annual returns (form AR01), notice of change of Directors or Secretaries (forms CH01, CH02, CH03 or CH04) and a change in the Registered Office address (form AD01). Failure to deliver documents on time is a criminal offence and could result in the directors being prosecuted. On conviction, a director could receive a criminal record and a fine of up to £5,000 for each offence. Persistent failure to deliver statutory documents on time, may also lead to a director being disqualified from taking part in the management of a company for a specified period. The directors must also be aware, at all times, of the Company's financial situation.

The Companies Act lays down strict rules regarding the duties and conduct of Directors. Details of these obligations are available from Companies House Web Site.

Directors can be held personally liable for non-compliance of Company Law.

Anyone can be a Company Director or Secretary unless: -

  • They have been disqualified by court order.
  • They are an un discharged bankrupt.
  • They are a foreign national, subject to restrictions imposed by the UK Government.

Director Only Information

Directors are required to supply a few extra personal details i.e. Date of Birth, Occupation, Nationality and any other companies they have been a Director of within the previous 5 years.

Subscriber

Subscribers are the actual 'owners' of the company and would hold the company's shares. Subscribers to a company's memorandum agree to take shares on incorporation and the shares are regarded as 'allotted' on incorporation. Later, more people may be admitted as members of the company and are allotted shares. However, the directors must not allot shares without the authority of the existing shareholders. The authority will either be stated in the company's articles of association or given to the directors by resolution passed at a general meeting of the company.

Ready Made Companies (Off the Shelf)

An off the shelf company is pre-registered at Companies House, but has never traded, and is ready to be used immediately.

You may keep the name with no significance to your business, or the name can be changed.

We have a limited number of older shelf companies if required. Some advantages of choosing an older company are:

  • The older the company the more confidence clients will have using your services
  • Ability to produce invoices immediately
  • All our shelf companies are in Good Standing with Companies House

New Companies

We can form your new Company (with your choice of name) either the Same or the Next working day (Companies House permitting).

We are registered with Companies House as an approved software supplier. With this approval, we are able to form Limited companies electronically and directly with Companies House.

This eliminates the need for any signatures, reduces postage expenses, Solicitors fees, administration time and costs. Our system can be tailored to your needs i.e. using your own Memorandum of Association, default Company Officers and Registered Address. We can set specific defaults for you to minimise data input. All documents are completed automatically using the information that you have entered. The average time for Incorporation, from the submitting of your application, for you to receive the Certificate of Incorporation is 3 - 4 hours. Sometimes it is only 1 hour. Companies House do their utmost to process applications within 24 hours. The need for holding Off the Shelf Companies is almost removed, thereby releasing capital. We also monitor all applications and we automatically chase Companies House after 24 Hours if your company has not been incorporated.

The benefits of our system are: -

  • Pay As You Go basis
  • No registration and / or licence fees
  • No packages to buy
  • No software to install / upgrade on your systems. (Web Based)
  • Same Day Service (if ordered before 11.00am, Companies House pending)
  • Available 24 / 7 on line
  • No Signatures required
  • Details entered are saved in a database for easy recall at anytime

The Certificate of Incorporation, Memorandum of Association and other documentation are emailed directly to you.

Your Package will include: -

  • Certificate of Incorporation
  • Memorandum of Incorporation
  • Share Certificate
  • Full minutes of the First Meeting of the Directors
  • Fully written up opening Statutory Registers
  • Invoice

Memorandum of Association

Memorandum of Association

This is a document that shows:

  • The Company's name.
  • The address of where the companies registered office is and where it is situated (in England, Wales or Scotland).
  • What the Company will do (its objects). The object of a Company may simply be to carry on business as a general commercial Company.
  • Other clauses to be included in the memorandum depend on the type of Company.

The form of memorandum for each type of Company is set out in a set of tables called The Companies (Tables A to F) Regulations, 1985.

Copies of The Companies (Tables A to F) Regulations 1985 SI 1985 No. 805, as amended by SI 1985 No. 1052, are available from The Stationery Office Limited.

Articles of Association

The Articles of Association is a document, which sets out the rules for the running of the Company's internal affairs. Model articles are provided in the Tables mentioned above.

A Company may adopt the whole of Table A as its articles or any part of it.

A Company limited by shares, which has adopted the whole of Table A without modification, does not need to deliver a copy for registration. However, you must attach a letter to your application saying this.

If Table A is adopted with modifications, you must deliver the Articles for registration.

If you would like to use your own Memorandum and Articles of Association, please contact us. We have a technique where we can attach specific Memorandum and Articles of Association to each individual login, and you will be able to select this with any incorporation.

Accounting Reference Date

All Companies must file Annual Accounts with Companies House.

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 2006 its ARD would be set at 30 June 2007, and the first accounts would cover a period from 10 June 2006 to 30 June 2007 - or up to seven days either side of that date.

Although the ARD is set on incorporation, you can change it using Form AA01.

Private Companies are normally allowed 10 months, after the ARD, in which to prepare and to send their accounts to Companies House.

Annual Return

An Annual Return (Form AR01) is a snapshot of certain Company information at the made-up date, and is separate from a Company's Annual Accounts.

Failure to file the Annual return, or late filing could result in the Company and its Directors and Secretary being prosecuted.

An Annual Return must contain the following information:

  • The name of the Company.
  • Its registered number.
  • The type of Company it is, for example, Private or Public.
  • The Registered Office address of the Company.
  • The address where certain Company Registers are kept if not at the registered office.
  • The principal business activities of the Company.
  • The name and address of the Company Secretary.
  • The name, usual residential address, date of birth, nationality and business.
  • The occupation of all the Company's Directors.
  • The date to which the Annual Return is made-up (the made-up date).
  • The nominal value of total issued share capital.
  • The names and addresses of shareholders, the number and type of shares they hold or any share transfers which may have occurred.

The Annual Return must be completed 12 months after incorporation and then each year after.

Late Filing Penalty

Late filing penalties were introduced in 1992 to encourage directors of limited companies to file their accounts on time because they must provide this statutory information for the public record. Section 242A of the Companies Act 1985 says that penalties will be imposed on any company that delivers its accounts to Companies House after the period allowed for filing.

There is an automatic civil penalty for late filing.

The penalty amount would depend on how late the accounts reach the Registrar, please see a guide below:

  • 3 Months or less - £100
  • 3 Months and one day to 6 Months - £250
  • 6 Months and one day to 12 Months - £500
  • More than 12 Months - £1,000

Late filing penalties are imposed on the company under civil law. Failure to pay a late filing penalty can result in a County Court judgment (or Sheriff Court decree) against the company. Failure to file accounts is a criminal offence which can result in directors being fined personally in the criminal courts. In addition to the directors being fined, the Registrar may take steps to strike the company off the public record.

Company Name

A Company can be incorporated under any name, although, several regulations can affect your choice, please see below:

  • The name is already on Companies House register.
  • Its use would (in the opinion of the Secretary of State) constitute a criminal offence.
  • It is offensive (in the opinion of the Secretary of State).
  • It gives the impression that the Company is connected with central or local government (in the opinion of the Secretary of State, who may still approve it).

Please Note:

The Company Name is not confirmed until you receive the Certificate of Incorporation from Companies House.

Once you have checked a name is provisionally available and submitted your application do not make any business decision using this name until you have the Certificate of Incorporation or the Company Number.

Even though a name may look like its available it can still be refused for a number of technical reasons. While a company name may be sufficiently different from a name already on the Company Register, to allow it to be registered, this might not be enough to avoid the names being considered 'too like' each other if an objection is lodged after the second company has been incorporated. In such cases, your company could be directed to change its name.

You should be aware that if you adopt a name which misleads the public into believing that your business is that of another business, then you may face a legal action for 'passing off' by the person whose business you have affected. Registration of a name by Companies House is no guarantee that you are safe from such an action.

Sensitive words in the Company Name

Some Company Names are classified as sensitive and cannot be used without the appropriate consent. The aim is to ensure that use of the word is justified so that the public is not misled by the name.

Some examples of Sensitive words are shown below. Information to justify the use of these words can be added with your application.

International, National, European, Great Britain, British, England, Irish.

For a full list, see our link to Companies House (on the Main Menu) Sensitive words in Companies Names.

Supporting Data

Supporting Data is additional information, which may be required to be sent with the application. Some supporting data examples are shown below:

This company is justified in using the word INTERNATIONAL in its name as, within three months of Incorporation it will be trading in at least 2 other countries. The countries and percentages of trading for these countries are ???? (??%) and ???? (??%).

This company is justified in using the word GROUP in its name as, within three months of Incorporation, the company will have at least two subsidiaries, which will be: ??????? Limited, Registration Number ?????? and ??????? Limited, Registration Number ??????.

This company is justified in using the word HOLDING in its name as, within three months of Incorporation, it will hold at least 51% of the shares in ??????? Limited, Registration Number ??????.

VAT

The amount of your turnover depicts whether you should register for VAT.

Your Accountant or the VAT (Customs & Excise Office) will be able to advise you on the current registration figures. See http://www.hmrc.gov.uk/ for further information.

Basic Stationery requirements

All Company stationary including letterheads, invoices, order notes, delivery notes etc. must clearly show the following information:

  • The full registered name of the Company including the word "limited" or its abbreviation "ltd".
  • A statement "registered in England", "registered in England & Wales" or "registered in Scotland" depending obviously on the place of registration.
  • The Company's Registration Number.
  • The Company's Registered Office address must be clearly shown, especially if it is different to the trading address. Specific reference to the address as the registered office need not be made if the registered office and trading address are the same.
  • It is not necessary to show the names of the Directors, but if any are shown, they must all be shown.
  • All Company cheque's must show the word "limited" or the abbreviation "ltd". Failure in this respect will render the signatory personally liable to the amount of the cheque.

Basic Stationery requirements

All Company stationary including letterheads, invoices, order notes, delivery notes etc. must clearly show the following information:

  • The full registered name of the Company including the word "limited" or its abbreviation "ltd".
  • A statement "registered in England", "registered in England & Wales" or "registered in Scotland" depending obviously on the place of registration.
  • The Company's Registration Number.
  • The Company's Registered Office address must be clearly shown, especially if it is different to the trading address. Specific reference to the address as the registered office need not be made if the registered office and trading address are the same.
  • It is not necessary to show the names of the Directors, but if any are shown, they must all be shown.
  • All Company cheque's must show the word "limited" or the abbreviation "ltd". Failure in this respect will render the signatory personally liable to the amount of the cheque.

Sample Documentation

We have a wide variety of Sample Documentation available to download and give you an idea of what paperwork is involved in incorporating your company.

Sensitive Words and Expressions

Some words and expressions have strict rules and regulations regarding their use for company names. We have a full list of Sensitive Words & Expressions with further information available.

 

PROOF Scheme

If a company is registered for PROOF then many forms can only be filed electronically using the company's web filing code.

On paper forms, signatures can be forged and Directors appointed or terminated illegally.

The PROOF Scheme helps to prevent these fraudulent activities as if any of the following forms are filed by paper, Companies House would reject them.

  • Annual Return
  • Appointment of a Director
  • Appointment of a Corporate Director
  • Appointment of a Secretary
  • Appointment of a Corporate Secretary
  • Change of Director's Details
  • Change of Corporate Director's Details
  • Change of Secretary's Details
  • (Change of Corporate Secretary Details
  • Termination of a Director
  • Termination of a Secretary
  • Change of Registered Office Address

 

Offshore

We offer Offshore Company Formations in many different juridictions, our main Offshore Jurisdictions are shown below:

  • Seychelles
  • British Virgin Islands (BVI)
  • Belize
  • Delaware
  • Panama
  • Cyprus
  • Spain

 

Please click here to view further information regarding the above Offshore Jurisdictions.

If you are interested in an Offshore Jurisdiction which is not shown above, please contact our office and our Offshore Team will be more than happy to provide you with further information.

General Company Requirements

Requirements for incorporation vary based on Company Type. See below for more information on each part of the incorporation process. For more specific information view our Company Requirements Page.

Accounting Reference Date

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. This date can be changed using this form providing the date has not already passed.

Annual Return

Every company must deliver an Annual Return to Companies House at least once every 12 months. It has 28 days from the date to which the return is made up to do this. To help you meet this filing requirement Companies House will send a reminder to the Registered Office Address of the company in advance. Companies House must make the information held about registered companies available to anyone who wants to see it. So the information you send will be added to your companies record and will be available for public inspection. Records held at Companies House are sometimes used to check the legitimacy of a company and its directors before credit or loans are made therefore it is important that the records are correct.

CFS International Formations Limited can assist with the filing of your companies Annual Return, by filing the details electronically.

Cancellation of Shares

This form will be filed manually with Companies House.

Certificates of Good Standing

The Certificate of Good Standing is a document that is often requested by overseas authorities and organisations. Banks and other financial institutions often request this document to check on the status of a UK company. It is used to confirm that according to the records held at Companies House the company is `in good standing`. This means that the company filing is currently up to date and that no action is being taken by the registrar to strike the company from the register. The Certificate can also hold information regarding the situation of the Registered Office, Nominal Capital, Issued Capital, Directors, Secretaries and Shareholder details, if required, along with the Good Standing statement.

Certified Company Documents

The Foreign and Commonwealth Office or overseas organisations and possibly banks require that documents must have the original signature or seal of a British public official. This document is called a certified copy, which CFS International Formations Limited can help to obtain.

Company Seals and Brass Name Plates

A company seal is a device used to emboss the name of the company onto documents. Company Law no longer requires a seal, but there are occasions when it is desirable to seal a document with the company seal. Desk seals are designed to sit on a desk for easy access when embossing a document with the company seal, whereas, pliers seals are a more portable friendly option.
Rubber stamps are ideal for stamping documents when they have been signed to give an official appearance.

Brass Name Plates give a professional appearance to any business when attached to the outside of your building.

CFS International Formations Limited can provide these products, which can be despatched to you quickly.

Debenture Holders

Every company is obliged to notify Companies House of the location of the Register of Debenture Holders. This form enables you to notify the change the address if required.
The Register of Debenture Holders is usually kept at the Registered Office Address.

Director Appointment

If a Director of a company is newly appointed, this will need to be reported to Companies House. This form enables you to file the details with Companies House accordingly.

Director Changes

If a Director of a company change their name and/or address, this will need to be reported to Companies House. This form enables you to file the details with Companies House accordingly.

Director Termination

If a Director of a company resigns, this will need to be reported to Companies House. This form enables you to file the details with Companies House accordingly.

Dormant Accounts

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. The accounts are required to be filed even if the company is Dormant. Dormant accounts filed at Companies House are much simpler than those of a trading company and need not include a profit-and-loss account or directors` report.

CFS International Formations Limited can assist in filing the Dormant Accounts whether the accounts are manual or electronic.

Increase in Share Capital

If you company wishes to increase the Nominal Capital of the company, this form will enable you to notify Companies House of the increase, when it was effective and how much of an increase there is. This form will also enable you to state any conditions or rights attached to the new shares.

Increase of issued Shares

This form will increase the amount of issued shares and will be filed electronically with Companies House.

Increase of Shares

This form will be filed manually with Companies House.

Legalised with Apostille

Legalisation is the official confirmation that a signature, seal or stamp appearing on a document is genuine. If you are going to use British documents overseas, for business or personal reasons, you will probably be asked to have your documents legalised before they can be accepted. The signature, seal or stamp that appears on the document is checked against the database at the Foreign & Commonwealth Office and then an Apostille (legalisation certificate) is attached to the document to confirm it to be genuine.

CFS International Formations Limited provide this service on a 1-3 day or 6-8 day turnaround, depending on the speed you require the Apostille.

Limited Liability Partnerships

A Limited Liability Partnership (LLP) is an alternative corporate business vehicle that gives the benefits of limited liability but allows its members the flexibility of organising their internal structure as a traditional partnership. The LLP is a separate legal entity and, while the LLP itself will be liable for the full extent of its assets, the liability of the members will be limited. The internal structure of the LLP is similar to that of a partnership. The members provide working capital and share any profits. Income derived by the members from the LLP will be closer to that of a partnership than to the dividends paid by companies. Although this type of company cannot be incorporated electronically and there is no requirement to file a Memorandum and Articles of Association.

CFS International Formations Limited can assist you with the preparation and filing of the correct paperwork required to incorporate an LLP. We can also prepare a standard Partnership Agreement for your company once the incorporation is complete. Requirements

  • A minimum of 2 Members are required which can be individuals or Corporate Bodies.
  • At least 2 members must be Designated Members (Please see note)
  • A UK Registered Office Address.

Designated Members

Designated members have the same rights and duties towards the limited liability partnership as any other member. The Limited Liability Partnership Agreement and the general law govern these mutual rights and duties. However, the law also places extra responsibilities on designated members. In particular, designated members are responsible for:

  • Appointing an auditor (if one is needed);
  • Signing the accounts on behalf of the members;
  • Delivering the accounts to the Registrar;
  • Notifying the Registrar of any membership changes or change to the registered office address or name of the limited liability partnership;
  • Preparing, signing and delivering to the Registrar an annual return; and
  • Acting on behalf of the Limited Liability Partnership if it is wound up and dissolved.

Designated members are also accountable in law for failing to carry out these legal responsibilities.

Procedure

  • Once your order is received we will email a form to you of all the details required to incorporate your Limited Liability Partnership.
  • On receipt of the completed form we will prepare the required documentation and email it to you to print sign and return to our office.
  • We shall then file the required documentation with Companies House with the relevant fee and await the incorporation.
  • You will be notified of the Incorporation details firstly by email, followed by the Incorporation Certificate by your chosen delivery method a few days later.

Timescale

It can take between 10-15 days to incorporate a Limited Liability Partnership from receipt of the completed application.

Monetary Account Service

Monetary accounts are multi-currency and are particularly beneficial for businesses that send/receive payments in multiple-currencies or have a need to hold funds in a currency other than their base currency.

They also provide the best currency exchange rates available, enabling you to realise huge savings in comparison with the costly conversion fees incurred by the high street banks.
Accounts are usually opened within 24 hours, at which time you will receive your login details and funding instructions.

Nominee Secretary Service

Section 283(1) of the Companies Act states that every company must have a secretary and that a sole director cannot also be the secretary. The company secretary of a private limited company needs no formal qualifications, although, there are certain criteria for the company secretary of a Public Limited Company (PLC). CFS International Formations offer a Nominee Secretary Service for a private limited company. Nominee Secretaries do not usually have an active role or function in the actual running of the company and only appear on the Company Register in name only.

CFS International Formations will act as Nominee Company Secretary for limited companies on an annual basis. This service is primarily designed to help people keep non-trading companies and sole directors, fully compliant with the law. If signatures or verification of documents are required by the Nominee Secretary, extra charges will apply.

Register of Members

Every company is obliged to notify Companies House of the location of the Register of Members. This form enables you to notify the change the address if required.
The Register of Members is usually kept at the Registered Office Address.

Registered Office

Every UK Company, incorporated with Companies House must have a Registered Office address in the UK. You are able to change the Registered Office address by filing this form directly from our website to Companies House.

Registered Office Address Service

The Registered Office Address is the address of a company to which Companies House letters and reminders will be sent. The Inland Revenue also use this address to send mail unless notified otherwise. The Registered Office can be anywhere in England and Wales (or Scotland and Nothern Ireland if your company is registered in any of these places). The Registered Office must always be an actual address for delivering documents to the company, PO box addresses are not allowed.

If a company changes its Registered Office Address the new address must be notified to Companies House.

CFS International Formations Limited can provide a Registered Office service for your company with addresses in Doncaster, London or Glasgow. The post will be forwarded on to you on a weekly basis to the address you specify.

Additional postage charges may apply if post is forwarded to an overseas address.

Secretarial Services

We offer a comprehensive range of Secretarial Services for you to use directly from our website. This service includes the following: Filing Dormant Accounts (DCA), Filing Annual returns (363a), Filing changes to Directors or Secretaries (288a, 288b, 288c), Registered Office changes (287), Change of Accounting Reference Date (225), Increase in Nominal Capital (123) and Return of allotment of shares (88[2">). Our site is linked directly with Companies House so you can update your records while filing any documents electronically.

Secretary Appointment

If a Secretary of a company is newly appointed, this will need to be reported to Companies House. This form enables you to file the details with Companies House accordingly.

Secretary Changes

If a Secretary of a company change their name and/or address, this will need to be reported to Companies House. This form enables you to file the details with Companies House accordingly.

Secretary Termination

If a Secretary of a company resigns, this will need to be reported to Companies House. This form enables you to file the details with Companies House accordingly.

UK Bank Account with Overseas Resident Owners

If you are resident outside of the UK, CFS can assist you in opening a UK Bank account.

There are certain requirements from the bank to keep within the laws and each application is treated individually.

All Parties identified on the application must produce original identification documents and Proof of Addresses with the application.

Due to our excellent relationship with a UK Bank we have a special arrangement,

which means that a visit to the UK is no longer required.

We can carry out all the necessary arrangements by email and post

All corporate bodies that are part of the corporate structure will need to identify the individuals connected to the companies i.e. Directors, Shareholders and Beneficial owners. (With a 10% or more shareholding).

Once the bank has received all the required documentation and the compliance department are satisfied with the information they hold, the account can be opened.

Documents Required:

  • Photographic Evidence of Identity of each individual involved on the application. i.e. A current Passport or European Union Country National Identity Card
  • Three months of personal banking statements. (Also used for address verification).
  • Details about any individuals who act on behalf of a corporate body acting as an officer of the company.
  • Certificate of Incorporation. CFS International Formations Limited can provide this
  • Memorandum and Articles of Association - CFS International Formations Limited can provide this.
  • Confirmation of Activities of the company
  • Confirmation of the appointment of Directors. Minutes of the first meeting
  • Financial accounts, business plan or brochures about the organisation.

What`s included :

  • Business Bank Account with a major UK Bank
  • Telephone Banking
  • Online Banking
  • Commercial Visa Credit Card
  • Debit Card GBP, USD or EUR
  • Instant Access Savings Account linked to the Business Account

Please note Bank account opening cannot be guaranteed as this is totally at the discretion of the bank, although we try our utmost to ensure all applications are accepted. Unfortunately charges are non-refundable.

UK Bank Account with UK Resident Owners

If you are resident in the UK we can assist in the opening of your Business Bank account.

Within 48 hours the Bank will contact you directly, for you to discuss your application and make arrangements for sight of identification and signatures. All corporate bodies that are part of the corporate structure will need to identify the individuals connected to the companies i.e. Directors, Shareholders and Beneficial owners.

Once the bank has all the required documentation the account will be opened and cheque books and cards will be issued within 7 working days.

Documents Required :

  • Contact Name and telephone number of person opening the account on behalf of the company.
  • Confirmation of Activities of the company.
  • Certificate of Incorporation - CFS International Formations Limited can provide to the bank.
  • Memorandum and Articles of Association - CFS International Formations Limited can provide to the bank.

What`s included :

  • Business Bank Account with a major UK Bank
  • Telephone Banking
  • Internet Banking
  • 18 months free banking and the potential for free banking ongoing within certain parameters.
  • No initial deposit is required to open the business account.

Please note Bank account opening cannot be guaranteed as this is totally at the discretion of the bank, although we try our utmost to ensure all applications are accepted. Unfortunately charges are non-refundable.

Unlimited Companies

Private unlimited companies are similar to the Limited by Shares companies, only there is no limit to the members liability. All companies that are unlimited must register articles in accordance with, or as near to that of Table E in The Companies (Tables A to F) Regulations 1985, SI 1985/805, (ISBN 0110568052), and the Companies (Tables A to F) (Amendment) Regulations 1985, SI 1985/1052 (ISBN 0110570529). This type of company cannot be incorporated electronically.

CFS International Formations Limited can assist you with the preparation and filing of the correct paperwork required to incorporate an Unlimited company.