Have I received my company formation documents such as the Certificate of Incorporation, a Memorandum of Association and Articles of Association?

After submitting your application to Companies House, whether yourself or through an agent, you are usually notified within 24 hours if it has been successful or not. Once approved, all newly incorporated companies receive three documents from Companies House (Certificate of Incorporation, a Memorandum of Association and Articles of Association), either digitally by email or in hard copy by post (depending on how you incorporated your company). Keep them safe and secure!

Do I have Statutory Registers?

 Yes: every company needs to maintain a register of members (also called a shareholder register) which should record:

1. the name and address of each shareholder;
2. the date on which each person became a shareholder; 
3. the date on which a previous shareholder stopped being a shareholder; 
4. the number of shares held by each shareholder distinguishing by share class if the company has more than one class of shares); and 
5. the amount paid for the shares.

The register of members should be kept at the company’s registered office.  Companies can elect to hold them elsewhere, but they must formally notify Companies House.

Companies are also required to record its directors and “persons of significant control”, or PSCs directly on Companies House.  There used to be a requirement for companies to maintain its registers of directors and PSCs locally and, although some companies still choose to have their own registers for its directors and beneficial owners, there no longer any legal need to do so.

If your company has secured debt, it also needs to register any associated charges over the assets of the company on Companies House.  

Do I have Share Certificates for my initial shareholders?

Once incorporated, the company must issue to its shareholders a Share Certificate. This is evidence of the shareholder’s ownership of those shares. The design of the Certificate is as you please, however the details that must be present would be the company name, shareholder name, registered office of the company, class and number of shares, with the Share Certificate normally signed by the issuing authority such as the company secretary (if applicable) and if not, the company director.

Have I received my Company Registration Number?

This 8-digit CRN will be displayed on your Certificate of Incorporation. It can also be found on the public register of companies on Companies House on a search of your company after it has been successfully set up.

Have I ensured my company registration number and registered office address is displayed on all forms of company stationery, websites and other online material?
The country of registration should also be included alongside the registered office address. There are different display requirements for your company name – please see below. You must also display the following on all your business letters, business emails, order forms and websites (if they are applicable):

• If a company is exempt from the requirement to use ‘limited’ in its name, the fact that it is a limited company;
• If it is an investment company, the fact that it is this type of company;
• If the company is a community interest company which is not a public company, the fact that it is a limited company;
• If it is a company which has chosen to display its share capital, it must display the amount of paid up share capital.

Have I received my Authentication Code for Companies House WebFiling?

When making filings such as appointing a new director, issuing new shares, changing your registered office address, etc, the easiest way is to do this online through Companies House WebFiling service. In order to log in, you will need your Company Registration Number as well as your Authentication Code. This will usually be posted to you from Companies House following your company’s incorporation, so keep it safe and take note of it somewhere. If you do lose it after receiving it however, you can just request a new Authentication Code from Companies House that will be sent to your registered office address within a few weeks.

Are my company details still up to date such as my registered office address?

Sometimes things don’t go according to plan, and you may find that a week after incorporation, you decide you want to change your registered office address or registered email address, for example. Or, a director you appointed no longer wants to be involved in the business and wants to be removed. This is all easily done through WebFiling, and any filings done are usually instantaneous, so just continuously keep an eye and ensure your details remain up to date.

Have I registered my company for tax?

You can register your company for Corporation Tax at the same time as you register your company with Companies House.  If, however, you do not do so and your company actively begins to undertake a business after you have registered it at Companies House, you must register your company for Corporation Tax with HMRC within three months of starting any such business activity. If you do register for Corporation Tax, you will be required to send an annual Company Tax Return (including a full set of accounts) to HMRC and pay any Corporation Tax due.

Do I need to register for VAT?

If your business is established in the UK and if it generates over £90,000 of VAT taxable turnover in one year, or is likely to exceed this threshold within a 30-day period, you may also have to register for VAT. Different rules apply for businesses not established in the UK.  Consult your accountant if you are unsure of whether you are eligible for VAT registration.

Have I set up a business bank account?

This must be separate from your personal bank account, and you should designate a business bank account for all ingoing and outgoing company finances. This allows you to distinguish between business and personal finances. Most banks offer this service, so enquire with yours.

Have I ensured my company name is displayed at all times in:

• My registered office address;
• Any inspection address;
• Any place of business operation (unless this is a residential address that is primarily used for living accommodation);
• Company documents and correspondence – electronic and hard copy;
• Websites and other online material; and
• Any form of publicity.

Your company name must be painted or affixed on the outside of every office and place of business. The company name must also be stated legibly on all company letters, order forms, official publications, cheques, orders, invoices, monetary notes and receipts and on all websites.

Have I set reminders for my annual filings at Companies House?

Statutory accounts and a confirmation statement must be filed on Companies House annually by the deadline you are given
Statutory Accounts, which are financial reports, and a Confirmation Statement, which is a screenshot of the company’s shareholders and their respective shareholding at that particular point in time, must be submitted annually to Companies House. You will be alerted of when the deadline is, and any late filings could incur penalties and fines.

Do I need a Shareholders’ Agreement?

A Shareholders’ Agreement is a document that governs the relationship between the company and each of its shareholders. It sets out duties, restrictions, corporate governance, whether consent is required from certain individuals, etc. Whether you require one or not depends on the needs of your company and the shareholders after incorporation. It is usually best practice to have one in place, but how soon depends on the company.

Do I need authorisation from any of my shareholders if I want to change any of my company details?

As mentioned above, certain consents may be required from specific shareholders if a company wants to do something. Aside from certain restrictions that are set out in the Articles of Association, or any restrictions you may have in a Shareholders’ Agreement (or equivalent), shareholders are required to vote on certain matters in relation to the company. This is in the form of Written Resolutions. In these, there are Ordinary Resolutions and Special Resolutions. Special Resolutions require the approval of 75% or more of the shareholding (i.e. shareholders owning a collective of 75% of the shares which have voting rights attached to them), and Ordinary Resolutions require the approval of 50% or more of the shareholding. Please get in touch for us to explain what votes relate to what matter.

Have I started thinking about hiring people? Do I need employment contracts?

If you plan to employ other individuals to work for the business, a number of obligations will arise on the company. This includes registering with HMRC as an employer; operating payroll; taking out Employer’s Liability insurance; setting up a workplace pension scheme; entering into written agreements with your employees, etc. Our employment team would be happy to talk you through this.

Do I need to protect my intellectual property such as a brand or logo as soon as possible?

Intellectual property, or IP, relates to copyright, patents, trademarks and design rights. Depending on your product, you may want to protect it by registering it. You’ll probably want to protect your company logo by registering it as a trademark to prevent other individuals or businesses from copying, using or stealing it.

Do I need funding to grow my business? 

If you want your business to grow, chances are you’ll need to inject funds into it. There are numerous ways to finance your start-up, including using your own savings, borrowing from family and/or friends, taking investment from family and/or friends, small business loans, investors, government grants, crowdfunding, etc. How much you need and how quickly depends on you and your business needs.

Do I need to start thinking about contractual arrangements with any suppliers or manufacturers? 

If this is applicable to your business activity, you will need to consider multiple factors such as pricing, shipping costs, sampling, minimum order quantities, etc. If you do need suppliers and/or manufacturers, you should definitely put in place a contractual arrangement governing the relationship.

Do I need to source business premises?

Where you actually operate the business from and the registered office address of your company do not need to be the same place. Therefore, you could need office space or something more suitable to operate from. Location, rent, and what you intend to do there need to be taken into consideration. You may also need certain permissions, licenses or consents. For example, restaurants need to be operated under certain class uses and not just anywhere for health and safety reasons.

What is my company logo? Do I need to protect it? Does it make financial sense to do so now? 

A logo for a business is important – it represents your brand and is the primary way your customers will recognise you, so this needs to be given thought. You could hire a designer, or simply come up with something yourself. If you do hire a designer, make sure the IP rights in the design will be assigned to the company so the company owns it.

Have I created a website yet or social media presence?

Websites need to be easy to navigate and clearly set out your product/service. Again, you could hire a website designer or create it yourself through a number of DIY platforms. Aside from a website, social media has now proven to be a highly effective way to reach new and existing customers, as well as promoting your business. Engagement and transparency are important.

Do I need any licenses and/or permits in order to be able to trade?

Depending on your trade, you may need certain licenses and/or permits to operate your business. Make sure you check properly prior to commencing the trade.

Have I looked into business insurance policies yet?

There are business insurance policies for all types of situations, and what you will need depends on the business you are operating. If you intend on having any employees, which most businesses do, you will need Employer’s Liability Insurance. Certain professions like lawyers and accountants need to have in place Professional Indemnity Insurance, for example. Get in touch with a business insurance provider to find out what you will need, and how much it will cost. Always make sure you can afford the premium!

Have I considered data protection?

If you will be dealing with any kind of personal data, like a customer’s name, address, billing information, or even just personal data of your own employees, there are certain rules you must consider. Data protection must be adhered to and is not as simple as saving all the information on a password-protected excel sheet. Speak to one of our data privacy specialists to find out more.

Do I need to comply with any Money Laundering Regulations?

While all businesses must ensure they do not enable money laundering, these regulations apply to specific businesses such as accountants, tax advisors, auditors, financial businesses, etc.

Have I looked into business stationery?

Companies and LLPs are legally required to set out their company name, company registration number, and registered office address on various stationery, so make sure you consider that.

Do I have an accountant?

Your company will need to make certain returns and file accounts annually. Make sure you’re prepared and have engaged an accountant to get it done so you are well within the deadlines and don’t incur any fines or penalties.

Have I registered with HMRC yet?

You will need to register with HMRC for certain taxes, such as Corporation Tax, VAT, PAYE, etc. Consult your accountant on what you need to register for.