As one of the originators of modern business, the United Kingdom has always pursued relatively simple company registration procedures and flexible types of business organizations, and this is also reflected in the former British Colony Companies Act, which inherited the British "Company Law". Moreover, the UK is among the countries that have the most robust legal system, sound economic system and banking system in the world. The UK has gradually become the first choice for Chinese companies to register as offshore companies. If investors do not trade in the UK, they do not need to pay taxes.
Before registering a UK company, you must first choose the type of company registration according to your own profile. Different types of UK companies are suitable for different business operations and also undertake different business responsibilities, which will affect the company's future operation direction and business decisions.
Types of UK company registration
According to the UK Companies Act 1948, the UK company law mainly divides the company into two types: limited company and unlimited company. Among them, UK limited companies are further divided into British public limited companies and British private limited companies.
1. British private limited liability company
British private limited company means that the responsibilities of the members are determined by the number of shares they hold. It is a relatively common form of trading company. The rights and obligations of shareholders are determined according to the shares subscribed by the shareholder. If the company sells its stock to the public, or does not issue shares to the public, in short, it cannot be listed. For companies that want to take advantage of overseas listing, this type of company is not recommended for registration. It is not helpful for the company's strategic planning but counterproductive. You must choose carefully according to your own situation.
2. UK private company limited by guarantee
This type of British company has no registered share capital. The company members act as guarantors instead of shareholders. The liability of the members is limited to the amount of their commitment to the company's assets when the company closes down. It is guaranteed, it cannot issue shares, and is generally applicable to clubs, associations, societies, charities, etc.
3. British public limited company
The company shares of a British public limited company can be offered to the public, and the public enjoys certain responsibilities and obligations according to the amount of shares held. Shares can be issued publicly, and such companies can go public.
4. British Unlimited Company
The members of the UK unlimited company have unlimited liability, which is relatively simple but not flexible enough. The finances are not disclosed, but the partners are limited to less than 20 people and the partners must bear unlimited liability. The capital can be divided into shares, also known as the British partnership company. In a limited liability partnership, the UK company partners bear limited personal liability. If confidential information such as accounts is lost, it must be reported. The limited partners may not participate in the management of the partnership, and the company members can hand over their shares to the company after retirement. This format is mainly used by companies with very little debt, such as mutual loan associations, investment companies, and family real estate companies.
While there are a variety of company types that can be registered in the UK, the most popular and common type of registration is UK private limited company (similar to a Chinese limited company); followed by UK public limited company (similar to a Chinese joint-stock company, which can be listed).
UK company registration requirements
1. Company name: must end with "limited company", such as: LIMITED, CO.; LTD, CO.; or LIMITED, and cannot end with "trust company", "bank" or other words that are considered to have similar meanings, unless these companies obtain the appropriate license in the UK.
The UK government has very few requirements for registered company names. Generally, it clearly points out which company names should be avoided:
(1) Relevant royal terms, such as Royal, King, Queen, Prince, etc.;
(2) Serious government terms, such as: Government, British, Britain, etc.;
(3) Terms related to social welfare organizations, such as: Charity, Organization, University, etc.;
2. Registered capital: The registered capital shall not be less than 10,000 pounds, and is generally between 10,000 and 1 million pounds. It does not need to be actually in place. If it is more than 1 million pounds, a 5/1000 stamp fee will be charged.
3. Director/Shareholder: Must be at least 18 years old; at least one shareholder; shareholder and director can be the same person; can be a natural person or a legal person; and there is no nationality restriction.
4. Registered address: The registered address must be in the UK.
5. Business scope: You can operate any legal business, and you can choose 3-4 business scopes that match the company when registering. Such as: finance and investment, health care, shipping, import and export trade, real estate, construction, decoration design, information network, clothing and textiles, tourism, cultural publishing, etc. If no business scope is selected, the default is Dormant Company.
