What is UK company registration? UK company registration review

1. UK company registration

The UK is one of the best places for anyone to consider trading and operating a business, because the local legal system is the most sound in the world, coupled with a sound economic system and banking system, so if investors want to develop their company's business, the UK is definitely the first choice;

Although the tax rate in the UK is quite high, it is limited to actual business in the local area. If the investor does not trade in the UK, he does not need to pay taxes. In addition, due to the very stable legal system, the local management of limited companies rarely changes, which is conducive to the long-term development of investors.

2. Benefits of registering a UK company

(1) The legal system is sound and very stable; (2) It is legal not to pay taxes (not doing business in the UK); (3) The establishment cost is low and the annual maintenance cost is low; (4) Tax arrangements are convenient; (5) Registered capital does not need to be in place; (6) The brand is established, the credibility is high, and the confidence is reliable; (7) One shareholder can open a UK company, without nationality restrictions; (8) A bank account can be opened in any bank in the world.

3. Types of UK companies

Foreign investors need to consider many factors when setting up a business in the UK, including investment scale, business type, taxation, etc. Investors can choose the following forms according to their needs: establishment of a business location, branch, distributor/agent, limited liability company, joint venture, acquisition of existing business. In the UK, the establishment of most business forms does not require approval from any department, and there is no foreign exchange control.

4. Private Limited Company

Most foreign investors prefer to adopt the form of a private limited company. There is no minimum share capital requirement for a private limited company, the registration process is simple, and the cost is low; there is no minimum number requirement for shareholders/or directors for a private limited company, and there is no restriction on the nationality and residence of shareholders/or directors; shareholders and/or directors can be individuals or companies. However, the company must establish a secretary. The company secretary can be an individual or a company, and his or her main functions include being responsible for the internal management of the company, convening meetings (such as board meetings, etc.), and being responsible for the safekeeping and submission of change documents to the company registration agency.

5. Branches

A branch does not have a separate legal personality but can carry on business in the UK. The foreign company is liable for the debts of its branch and its obligations under its contracts.

6. Distribution/Agency

Foreign companies can sell their products through local distributors, and there is no contractual relationship between the foreign company and the buyer. Foreign companies can also establish an agency relationship with local agents, and the foreign company therefore has a contractual relationship with the third party. The agent exercises the agency power within the scope of his authorization. The foreign company is responsible for its agency behavior.

7. Limited Liability Company

Limited liability companies are divided into public limited companies and private limited companies. The company has an independent legal personality. Most foreign investors prefer to adopt the form of private limited companies.

8. Joint Ventures

Foreign investors can choose the form of a joint venture. British law does not restrict the form of joint ventures. Investors can choose the appropriate structure according to their personal needs, and usually choose to set up a private limited company. The establishment of a joint venture does not require approval from any department. British law also has no restrictions on the proportion of joint ventures, investment methods, etc.

IX. Acquisition of Existing Businesses

(1) Another form of investment is to acquire an existing enterprise. This investment method can be very simple or very complex, depending on the situation of the acquired enterprise. Therefore, foreign investors who adopt this type of investment must have a detailed understanding of the acquired enterprise.

(2) Currently, there are not many Chinese companies investing in the UK. On the contrary, Japanese and Korean investors have already set foot in the UK. I believe that as Chinese companies become more familiar with the UK investment environment, more and more Chinese companies will invest in the UK.

10. Requirements for registering a UK company

Shareholders: There must be at least one shareholder. Shareholders can be individuals or other limited companies, and there is no nationality restriction.

Directors: There must be at least one director, who can be of any nationality and does not have to reside in the UK. All information submitted to the company registration agency, including information on the company's shareholders and directors, is open and available to the public.

Registered capital of a British company: Number of shares subscribed by each shareholder: According to British law, the minimum number of shareholders is only two, and the minimum registered capital is 2 pounds. Generally, the registered capital of a British company is 10,000 to 1 million pounds.

UK Company Secretary: According to UK company law, every UK limited company must have a company secretary who must be a person living in the UK and is responsible for handling local legal documents.

UK Company Registered Office and Agent: All companies must have a registered office in the UK.

Restrictions on UK company names: The company name must end with "Limited" or its abbreviation "Ltd".

UK company records: The company must report the information and changes of its principal persons to the relevant departments.

11. Documents and information required to register a UK company

The relevant documents that must be submitted to the company registration authority for setting up a private limited company include: (1) Memorandum of Association and Articles of Association; (2) Other documents, including the first director, secretary, shareholders and company registered address, etc.

The company registration agency can usually issue a certificate of incorporation on the same day it receives all the information.

12. Management and maintenance after registration of a UK company

According to UK company law, after a company is established, it must submit the following documents to the company registration authority on a regular basis: (1) Annual return, including all company details, such as shareholders, directors, secretary, registered address, etc.; (2) Annual accounts (except for companies with low turnover), including profit and loss items, balance sheet, audit report and directors' report; (3) Details of mortgages; (4) Details of company changes, such as changes in directors, secretary and registered address, etc.

It takes about 6 working days to register a UK company.

13. Business Location

A place of business refers to a physical, visible place of business in the UK where a foreign company has a business. Generally speaking, its role is to conduct market research and liaison, similar to a representative office set up by a foreign-invested enterprise in mainland China. A place of business does not have an independent legal status, and its actual business is carried out overseas (outside the UK).

Within one month after a foreign company establishes a place of business in the UK, it must submit to the company registration authority: (1) the completed relevant registration form; and (2) copies of the foreign company’s legal documents (including business license, company articles of association and audit report, etc.) notarized by a government notary office or certified by a qualified person.