Before you start
This guide covers forming a new private UK company limited by shares with individual owners. It takes you through the full application, including the extra checks that matter when you live abroad. Registering a UK branch of an existing overseas company is a different process.
The Companies House online registration fee is currently £100. Budget separately for any address service or paid identity verification you need. Fees and guidance checked on 4 October 2026. Current registration fees.
Prepare:
- Your company name and an alternative.
- A UK registered office you have permission to use, with reliable mail handling.
- A company email address you will monitor.
- Each director's personal details, actual home address and public service address.
- Each director's Companies House personal code following identity verification.
- Shareholder details, share allocations and people with significant control.
- The business activity, SIC code and choice of company rules.
- A card that can pay the registration fee in pounds sterling.
Before paying for formation, also check banking eligibility and tax obligations where you live and run the business. A company number does not settle either of those questions.
If you intend to travel to the UK to work in the business, check your immigration permission separately. Forming a company does not grant permission to live or work here. A Standard Visitor can undertake certain business activities, but work is restricted. Check the permitted visitor activities before travelling.
Step 1: Decide who will own and run the company
A private company limited by shares needs at least one director and one shareholder. One individual can hold both roles and own all the shares. You do not need to appoint a UK-resident director simply because you live abroad. Directors must be at least 16 and eligible to act. Director requirements.
Agree the ownership and decision-making arrangements with any co-founder now. Avoid adding someone as a director or shareholder just to get past an address or banking question without understanding the responsibility and control you are giving them.
These steps assume a simple business with individual owners. If an overseas company will own the shares, or you need special investor rights, check the structure and filing route before starting.
Step 2: Choose and check the company name
- Search the name on the Companies House register.
- Search for existing UK trade marks.
- Check the naming rules, including any sensitive words.
- Include the required ending, normally “Limited” or “Ltd”.
Registration can be refused for a name that is the same as an existing company. Similar names and trade marks can create disputes even when a domain is available. Also check the name in any other country where you plan to use it commercially.
Step 3: Arrange the UK registered office
The registered office must be a physical address in the jurisdiction where you incorporate. For example, registering in Scotland requires a Scottish registered office. Your overseas home cannot serve as the UK registered office. The address must meet Companies House's rules for receiving and acknowledging official post; a PO Box alone is insufficient. Registered office requirements.
If you do not have suitable UK premises, arrange an address service or another permitted address before you apply. Ask the provider:
- Can I use this address as the company's registered office?
- Does the service accept both Companies House and HMRC correspondence?
- How quickly will you scan or forward each letter, and how will you notify me?
- Is use as a director's service address included?
- What are the renewal, forwarding and cancellation charges?
Get permission and the exact address format in writing. Check the postcode, any unit number and how the company name should appear. A letter that arrives but is not brought to your attention can still leave you with a missed deadline.
Step 4: Keep the different addresses straight
You may enter several addresses during setup. They serve different purposes:
| Address | What to enter |
|---|---|
| Company registered office | The appropriate UK address arranged in Step 3 |
| Director's service address | A correspondence address where the director can receive official communications; check permission before using a provider's address |
| Director's usual residential address | The director's actual home, including an overseas address where that is where they live |
| Business or trading address, when requested | Accurate details of where business activity takes place |
The registered office and director's service address are public. Your residential address is supplied separately to Companies House. Do not enter your home in a public field unless you intend it to be public, and do not describe a rented mailbox as your actual operating premises. Companies House explains which personal information is public.
Enter a registered company email that you can access from abroad. It is not published on the register. This can be different from the individual email each person uses for identity verification.
Step 5: Verify each director's identity
Complete identity verification before submitting the incorporation application. Each director needs a Companies House personal code.
You have two routes: verify directly through GOV.UK One Login, or use an Authorised Corporate Service Provider, known as an ACSP. Living overseas does not automatically require you to use an ACSP. Official verification guidance.
Route A: Verify directly for free
Start at Verify your identity for Companies House.
- Create or sign in to your own GOV.UK One Login. Each person needs their own email address for identity verification.
- Supply your current address and the year you moved there.
- Follow the service's instructions for your identity document and available verification route.
- Complete the checks and save the Companies House personal code issued after verification.
The official service lists a biometric passport from any country as accepted photo ID. Check for the small biometric symbol on the passport cover and follow the app's device and document instructions. An expired passport cannot be used with the One Login app.
The alternative bank-detail and Post Office routes described by the service are for people living in the UK. If your documents or circumstances do not allow direct verification, consider Route B.
Route B: Use an ACSP
An ACSP is an agent registered with Companies House to carry out identity verification. It must be supervised under UK anti-money-laundering rules. You can use one while living in another country, and it may charge for verification. How to use an ACSP.
Before sending documents or paying, ask:
- Are you registered with Companies House as an ACSP?
- Can you verify someone resident in my country using my documents?
- Can the process be completed remotely, and are translations or certified copies required?
- What is the fee, and what happens if you cannot complete verification?
- How should I supply documents securely?
Companies House publishes an opt-in list of ACSPs. It is not exhaustive, so absence from the list alone does not establish whether an agent is authorised. Check the provider's status and process directly.
Give the ACSP an email address you control. Companies House sends the personal code to the individual's email supplied by the agent. Check spam if it does not arrive, and ask the agent to correct an incorrectly entered email.
Keep the code securely. Identity verification is normally done once, but you still have to connect the verified identity to each relevant company role.
Step 6: Collect the director and shareholder details
For every director, prepare their full name, date of birth, nationality, occupation, home address, service address and personal code. Use accurate spelling across the identity check and application. If your documents show different names, resolve the discrepancy with the verification service or agent rather than guessing.
For each shareholder, collect the name and address and agree the shares they will take. For a simple arrangement, you might use:
| Owners | Example share allocation | Ownership |
|---|---|---|
| One individual | One ordinary £1 share | 100% |
| Two equal individuals | 100 ordinary £1 shares, 50 each | 50% each |
In the second example, total nominal share capital is £100. That is separate from the registration fee. Enter the paid and unpaid amounts accurately and keep a record of payments for shares.
Check the share rights, including votes and dividends, before accepting them. Different share classes need more preparation. Companies House shareholder guidance.
Step 7: Identify the people with significant control
Report the individuals who own or control the company as required by the PSC rules. Someone with more than 25% of the shares or votes normally meets a condition. Rights to appoint or remove a majority of directors and other significant influence or control can also count. PSC guidance.
For the share examples above, the sole owner is a PSC and both 50% owners are PSCs. Do not report someone as having no control just because they live abroad.
Collect their personal details, record the correct nature of control and arrange identity verification. A person who is both a director and a PSC must provide their code for both roles. The post-registration PSC step is covered below.
Step 8: Choose the SIC code and company rules
Use the Companies House condensed SIC list to choose the code describing the company's actual business activity. Read the description rather than selecting a code solely because another company uses it.
The online process creates the memorandum of association, recording the initial shareholders' agreement to form the company. You also need articles of association, which govern how it operates. Standard model articles may suit a straightforward company; check whether you need bespoke rules before selecting them. Incorporation document guidance.
Step 9: Submit the official incorporation application
Start from Register your company on GOV.UK and open the linked service.
Enter the details you prepared, following the current prompts and the Companies House incorporation requirements:
- Company name, UK registered office and registered email.
- Business activity and SIC code.
- Director details, addresses and each director's personal code.
- Shareholders, shares and PSC details.
- Company documents and required declarations, including lawful purpose.
- The relevant tax setup information.
If the combined service asks you to create a Government Gateway account for the company, do that as instructed. Your personal Government Gateway account should not be used for this company setup. Government Gateway is separate from the One Login used to verify your identity.
Review the full application before paying. Check that overseas home addresses are in the residential fields, the UK registered office is correct, and share totals match the ownership you agreed.
Pay the £100 online fee and save the submission reference. Your card provider may add a currency-conversion charge. Registration is usually completed within 24 hours, but checks or corrections can take longer. Wait for approval before treating the company as incorporated.
Step 10: Save the documents and complete PSC verification
After approval, save the certificate of incorporation, memorandum and articles. Record the company number and incorporation date. Check the company's entry on the public register against the application.
For a new PSC added after 18 November 2025, the personal code can be provided when they are first added or within 14 days of being added. If it was not supplied for the PSC role during registration, complete the PSC identity verification details service. Have the company number and personal code ready, follow the sign-in instructions, confirm the verification statement and retain the confirmation.
Supplying the code as a director does not complete the separate PSC requirement. Check the recorded deadline rather than waiting for the next annual filing. Companies House verification deadlines.
Step 11: Set up HMRC access and official mail handling
The official registration service usually also sets the company up for Corporation Tax unless it is dormant. Check which tax steps you completed.
When the company becomes active and comes within the charge to Corporation Tax, tell HMRC within three months of the start of its tax accounting period. Check the actual activity and start date against HMRC's trading and non-trading guidance. Registration and starting to trade can happen on different dates.
If Corporation Tax still needs adding to the company's business tax account, use “Services you can add”, then “Enrol for service” under Corporation Tax. Have the company number, company UTR and relevant start and accounting dates ready. HMRC sends the activation instructions to the registered office. HMRC setup instructions.
Tell your address provider to notify you promptly when HMRC or Companies House post arrives. Make sure you can read the whole letter, including codes and deadlines. The company UTR, Companies House authentication code and your personal verification code have different purposes; keep them labelled and secure.
Step 12: Check banking, overseas tax and VAT before trading
Banking and payments
Check providers' current eligibility for your country of residence, business activity and ownership. Ask what evidence they need for the source of funds, business address and intended transactions. Complete their checks before relying on an account to accept customer payments. Incorporation does not guarantee approval by a bank or payment provider.
Keep the company's income and expenses separate from your personal spending, with records of money you lend to it or take out.
Tax where you manage the company
A UK-incorporated company is generally UK tax resident, subject to treaty rules. If you manage and operate it from another country, that country may also have tax or registration requirements. Your own salary or dividends can have personal tax consequences where you live. HMRC explains company residence and tax treaties.
Before trading, establish where management and work will take place and check the rules in both countries. Overseas ownership does not by itself make the company exempt from UK Corporation Tax.
VAT establishment
A UK registered office alone does not establish the business in the UK for VAT. If the business is a non-established taxable person making taxable UK supplies, the normal turnover threshold may not apply. The type and place of supply, and any applicable exceptions, matter. Check these before issuing invoices. HMRC's VAT registration guidance, including overseas businesses.
Step 13: Keep a UK filing calendar
Living abroad does not remove the company's filing duties. Record the actual dates shown by Companies House and HMRC:
| Filing or payment | Usual private-company deadline |
|---|---|
| First Companies House accounts | 21 months after incorporation |
| Later Companies House accounts | Nine months after the financial year ends |
| Corporation Tax payment | Nine months and one day after the tax accounting period ends |
| Company Tax Return | 12 months after the tax accounting period ends |
Check the official deadline guidance, particularly if the accounting period changes. First accounts can require two Corporation Tax returns because a tax accounting period cannot exceed 12 months. First accounts and returns explained.
Also diarise the annual confirmation statement. Dormant companies still have Companies House filings, so tell HMRC if you are not trading and check what remains due.
Keep the registered office service renewed and the email monitored. If you change providers, update the registered office properly and arrange a handover of post.
Use these links to check a rate, deadline or eligibility rule.
Official sources
Prefer us to handle the registration?
If you do not want to deal with this yourself, Swift Accountancy can file your company incorporation for £75 as a one-off fee, plus the Companies House fee, currently £100 for online registration. Contact us to arrange your company registration.
