UK LTD Formation Cost

What you need to register

• Company name that complies with the naming rules — The name of a private company limited by shares or by guarantee must end with 'limited' or 'Ltd' (or 'cyfyngedig' / 'cyf' if the registered office is stated as being in Wales). A name cannot be the 'same as' an existing name on the Companies House index, include sensitive words or expressions without permission, include words that would constitute an offence, be offensive, or suggest a connection with the UK government, a devolved administration, a local authority or another specified public authority.
• Registered office address (an 'appropriate address') — You must provide an 'appropriate address' as the registered office, in the same country the company is registered in (for example, a company registered in Scotland must have a registered office address in Scotland). An address is appropriate if a document delivered there by hand or post would be expected to come to the attention of a person acting on behalf of the company, and delivery there can be recorded by obtaining an acknowledgement of delivery. A company must have an appropriate registered office address at all times.
• Registered email address — The company's registered email address must be provided with the application to register (and in the confirmation statement if not already provided). It is used by Companies House to contact the company and is not published on the public register.
• SIC code describing the company's business activities — You must give details of the company's intended business activities by reference to a standard industrial classification (SIC) code in the application to register.
• At least one director — A private company must have at least one director, and at least one director must be an individual (a natural person). A director cannot be under 16, disqualified from acting as a director, or an undischarged bankrupt (unless the court gives permission). All directors must verify their identity for Companies House and provide their Companies House personal code. A private company does not need a company secretary unless its articles of association require one.
• Shareholders and a statement of capital (company limited by shares) — For a company limited by shares, the statement of capital sent to Companies House during registration must include: the names and addresses of all shareholders (known as 'subscribers' or 'members'); the number of shares of each type the company has and their total value (the company's 'share capital'); and the 'prescribed particulars' for each share class — what share of dividends they get, whether shares can be redeemed, whether they can vote on company matters and how many votes they get.
• Memorandum of association — A legal statement signed by all initial shareholders or guarantors agreeing to form the company; for a company limited by shares it also shows the members agree to take at least one share each. If you register online you do not need to write your own memorandum — it is created automatically as part of the registration. If you register by post, use the memorandum of association template. The memorandum cannot be updated once the company has been registered.
• Articles of association — Written rules about running the company, agreed by the shareholders or guarantors, directors and the company secretary; every company must have articles, which are legally binding on the company and its members. You can adopt the standard 'model articles' in full, use model articles with amendments (the amendments must be included), or file your own bespoke articles. If you do not tell Companies House which articles you are adopting, the model articles for your company type are applied automatically.
• People with significant control (PSC) details — Details of the company's people with significant control (PSCs) must be given when the company is set up, or a statement that the company does not have a PSC. A PSC is usually anyone who has more than 25% of the shares or voting rights in the company, can appoint or remove a majority of directors, or can otherwise influence or control the company. PSCs must also verify their identity and provide their Companies House personal code.

Every year after that

Every company, including dormant and non-trading companies, must file a confirmation statement at least once every 12 months. The review period ends 12 months after the date of incorporation (first statement) or the confirmation statement date of the last statement; the statement can be filed up to 14 days after the review period ends.

Paper filings use form CS01. The annual fee is payable only with the first confirmation statement in a 12-month payment period (a payment period covers 12 months starting with the date of incorporation); additional statements filed in the same payment period are free. Companies House may issue a financial penalty and the company may be struck off if the statement is not filed.

Forming in the USA instead?

US LLC fees are set by each state, and the spread is wide — a first year can cost $35 in Montana or $870 in California once its $800 annual LLC tax is counted.