NEW COMPANIES

INTRODUCTION

This information gives some of the requirements for the incorporation of limited and unlimited companies. Using our service you will receive a fast and first class service.

IS THERE MORE THAN ONE TYPE OF COMPANY?

Yes. There are four main types of company:

• a private company limited by shares - the members' liability is limited to the amount unpaid on shares held by them;
• a private company limited by guarantee - the members' liability is limited to the amount they have undertaken to contribute to the company's assets if it is wound up;
• a private unlimited company - there is no limit to the members' liability;
• a public company - the members' liability is limited to the amount unpaid on shares held by them, and which must have an authorised share capital of at least £50,000 at the time of incorporation.

WHO CAN FORM A COMPANY?

Section 1 of the Companies Act 1985 allows one or more persons to form a private limited company for any lawful purpose by subscribing to the memorandum of association. In the case of a public company or an unlimited company two or more persons must subscribe to the memorandum of association.

CAN I CHOOSE ANY NAME I WANT FOR MY COMPANY?

It is particularly important that you should make sure that the name you want to use is acceptable before you complete your company formation document. We will do this work for you and is included in our fee.

WHAT IS A REGISTERED OFFICE?

WHAT OFFICERS DOES A COMPANY REQUIRE?

• Company Director.
• Company Secretary.

• one director
• one secretary (formal qualifications are not required but a company's sole director cannot be company secretary).

• two directors
• one secretary (formally qualified)

Companies House must be notified on form 288a of the appointment of a new director or secretary, 288b of an officer's resignation from the company and 288c for changes in name or address etc.

CAN ANYONE BE A COMPANY DIRECTOR?

• Anyone who is an undischarged bankrupt or is disqualified by a court from holding a directorship cannot be a director unless given leave to act in respect of a particular company or companies.
• In the case of public limited companies or their subsidiaries, a person seeking election as a director and who is over 70 years of age, or who reaches 70 years while in office, can only be appointed, or re-appointed, by resolution of the company in general meeting of which special notice has been given.
• There is no minimum age limit in the Companies Acts for a director to be appointed in England and Wales. However, a director must be able to consent to their appointment. You should seek legal advice if you intend to have a very young person as a director of your company.
• In Scotland the Registrar of Companies will not register for any company the appointment of a director who is under the age of 16 years. A child below that age does not have the legal capacity to accept a directorship (Age of Legal Capacity (Scotland) Act 1991).
• Some persons not of British nationality are restricted as to the employment they may undertake whilst they are in this country. If you need any further information about whether such a person can become a director of a UK registered company you should contact:

Home Office Immigration and
Nationality Department
Lunar House
Wellesley Road
Croydon
CR9 2BY (Tel: 0181 686 0688)