Registering a limited company in the UK is remarkably straightforward — you can do it online at Companies House in under an hour for £100. The challenge isn't the registration itself; it's knowing what comes next. From HMRC registration to setting up payroll, understanding your obligations as a director, and choosing the right share structure, the steps after incorporation matter as much as the initial filing. This guide walks you through the complete process.
Before You Register: Decisions to Make
Choose a Company Name
Your company name must be unique — Companies House has a name availability checker on their website. It must end with "Limited" or "Ltd" (or Welsh equivalents if you're in Wales). You cannot use names that are the same as or too similar to existing registered companies, or names containing certain sensitive words (like "Royal," "British," "Bank," "Trust") that require special permission or a supporting statement.
Your company can also have a trading name that is different from its registered name — so you could register "SMD Consulting Ltd" but trade as "SMD Accountancy." The trading name doesn't need to be registered with Companies House, but you must make your legal company name visible on your stationery, website, and business premises.
Choose Your SIC Code
You must select at least one Standard Industrial Classification (SIC) code that describes your business activity. The full list is available on the Companies House website. You can choose up to four. This is administrative rather than consequential — it doesn't determine what you can do, though it does affect how the company appears in searches and may influence certain regulatory requirements.
Decide on Directors and Shareholders
Every limited company must have at least one director. Directors manage the company and are legally responsible for compliance with company law. They must be at least 16 years old and cannot be an undischarged bankrupt. Directors' names and addresses are publicly filed at Companies House — though individuals can use a service address rather than their home address.
A company can have one or more shareholders, who own the company through their shares. The same person can be both the sole director and the sole shareholder — this is the typical structure for a one-person limited company.
Decide on Share Structure
You need to decide how many shares to issue and at what nominal value. The most common setup for a small company is to issue 100 shares at £1 each (giving a share capital of £100). This makes it easy to work out percentages and allows future flexibility to bring in additional shareholders.
If you're the sole director/shareholder, you'll hold all 100 shares. If you have a business partner, you might split them 50/50. If you want to give a spouse a share for dividend income splitting purposes, you might issue them 30 shares and retain 70 — though consider the legal and tax implications of any split carefully, ideally with advice from an accountant or solicitor.
Step 1: Gather the Information You Need
Before starting the online registration, collect:
- Your proposed company name
- Registered office address (must be in England and Wales if registering there, or Scotland/Northern Ireland for those jurisdictions)
- Full name, date of birth, nationality, and service address for each director
- National Insurance number for each director (required by Companies House to verify identity)
- Full name, address, and shareholding for each shareholder
- SIC code(s)
- Share capital details
Step 2: Register at Companies House
Go to the Companies House website and use the WebFiling service or the newer Incorporate a Company service. The process takes 15–45 minutes. You'll complete:
- The IN01 application form
- Memorandum of Association (a short document signed by the first shareholders agreeing to form the company)
- Articles of Association (the internal rules of the company; most businesses use the standard "Model Articles" provided by Companies House)
The fee is £100 for online registration (same-day service is available for £78 if you need urgent registration). Paper registration costs £71 and takes longer. Companies House usually processes online applications within 24 hours, often within a few hours. You'll receive a Certificate of Incorporation confirming your company number and the date the company was formed.
Step 3: Register with HMRC for Corporation Tax
Companies House notifies HMRC automatically when a new company is registered. Within a few days, you'll receive a letter from HMRC at your registered office address. This letter contains your company's Unique Taxpayer Reference (UTR) — a 10-digit number you'll need for all Corporation Tax correspondence.
You must then register your company for Corporation Tax using the Government Gateway. You have 3 months from the date the company started trading to register. Failing to register on time can result in a £100 late registration penalty.
Step 4: Decide Whether to Register for VAT
You must register for VAT if your taxable turnover is set to exceed £90,000 in the next 30 days, or has exceeded £90,000 in the previous 12 months. You can also register voluntarily below this threshold — which is worth considering if your clients are mainly VAT-registered businesses, as they can reclaim the VAT and it costs them nothing.
VAT registration is done through your Government Gateway account. Allow up to 30 days for HMRC to process the registration.
Step 5: Set Up PAYE (If Paying a Salary)
If you'll be paying yourself or any employees a salary, you must register your company as an employer with HMRC before making the first payment. PAYE (Pay As You Earn) registration is done through the Government Gateway. Once registered, you'll receive an employer reference number and you can set up payroll.
Even if you're only paying yourself a low salary as a director, you still need to be registered for PAYE and submit Real Time Information (RTI) submissions to HMRC each time you run payroll. This is usually done monthly.
Step 6: Open a Business Bank Account
A limited company is a separate legal entity and must have its own bank account. Your personal bank account cannot be used for company transactions. Choose a business bank account — options include traditional banks (Barclays, HSBC, Lloyds, NatWest) and challengers (Tide, Starling, Monzo Business, Revolut Business). Challengers are typically faster to set up (often same-day) with lower monthly fees, which makes them popular for newly incorporated companies.
Step 7: Set Up a Registered Office
Every limited company must have a registered office address in the jurisdiction of registration (England and Wales, Scotland, or Northern Ireland). All official correspondence from HMRC and Companies House goes here, and the address is publicly visible on the Companies House register.
If you work from home and don't want your home address publicly listed, you can use your accountant's address or a registered office address service (available for around £30–£60 per year). This is a very common arrangement.
Ongoing Compliance Obligations
Once your company is registered and trading, your ongoing obligations include:
- Annual Confirmation Statement: filed at Companies House once per year to confirm the company's details are up to date (£34 online)
- Annual Accounts: statutory accounts prepared and filed at Companies House within 9 months of your accounting year end
- Corporation Tax Return (CT600): filed with HMRC within 12 months of your accounting year end
- Corporation Tax payment: paid within 9 months and 1 day of your accounting year end
- VAT returns: if VAT-registered, usually quarterly, due one month and seven days after each VAT period
- RTI payroll submissions: each time you run payroll
- Self Assessment return: as a director, you must file a personal Self Assessment return each year
- Register of People with Significant Control (PSC): maintain a register of anyone with significant control over the company (owning more than 25% of shares or votes)
What It Costs to Run a Limited Company
Beyond the £100 registration fee, expect ongoing costs including: accountancy fees (£800–£2,000+ per year for accounts and CT return), the annual Companies House confirmation statement (£34), business banking (£0–£15/month), and registered office address service if used. Many new directors underestimate the admin overhead — which is why working with an accountant from day one tends to pay for itself.
Getting Set Up the Right Way
At SMD Accountancy, we help people incorporate new limited companies every week. We advise on share structure, handle HMRC registrations, set up payroll, and ensure all the post-incorporation requirements are met correctly. If you're considering forming a company or have recently incorporated and want to make sure everything is in order, book a free 20-minute call and let's talk through your situation.