Registering a company is a common first step for many businesses. This guide explains the standard process for forming a limited company in England and Wales, the key documents and filings with Companies House, and the main post‑incorporation obligations to plan for. TRW & Co’s London office supports the UK-facing practice; this article is general information for England and Wales only and does not constitute legal advice.

Overview: what registering a company achieves

Forming a company limited by shares creates a separate legal entity. That separation can help limit the financial liability of owners (shareholders) to the amount unpaid on their shares. The primary regulator for company registration in the UK is Companies House; the main statutory framework is the Companies Act 2006. For official guidance on forming a company, see the government’s overview at gov.uk — Limited company formation.

Common types of company

• Private company limited by shares (Ltd) — the most common choice for small and medium businesses. Shares represent ownership; shareholder liability is limited.
• Company limited by guarantee — often used by non‑profit organisations where members agree to contribute a nominal amount if the company winds up.
• Public limited company (PLC) — suitable for larger businesses that may offer shares to the public; different minimum capital and disclosure requirements apply.
• Other forms — sole traders and partnerships remain alternatives to company formation; they have different legal and tax consequences.

Step‑by‑step: forming a private company limited by shares

1. Choose a company name

Check that the name is available and not too similar to an existing company. Names must not be offensive or include certain sensitive words without permission.

2. Decide on directors and shareholders

A private company must have at least one director. You will also record the initial shareholders (subscribers) and share allocations in the incorporation documents.

3. Prepare the required documents

• Memorandum of Association — a short statement signed by the initial subscribers confirming their intention to form the company and take shares.
• Articles of Association — the rules for running the company. Companies House offers standard model articles, or you can draft bespoke articles if needed.
• Statement of capital and initial shareholdings; details of proposed officers and the registered office address.

4. Submit the application to Companies House

You can form a company online via Companies House or use a paper form for some types of companies. The online process is typically faster and will require the documents above plus a fee. For the formal registration requirements see the Companies Act provision on requirements for registration: Companies Act 2006 — requirements for registration.

5. Receive the certificate of incorporation

Once Companies House approves the application you will receive a certificate of incorporation confirming the company number and date of formation. That certificate is legal proof the company exists.

Key filings and ongoing compliance

Forming the company is the first step. You should plan for the main ongoing filings and records:

• Confirmation statement — a snapshot of general company information that must be filed at least once every 12 months. Guidance is available at Filing your company’s confirmation statement.
• Annual accounts — most companies must prepare and file accounts with Companies House and submit company tax returns to HMRC.
• Registers and minutes — maintain statutory registers (e.g. members, directors, PSC register) and minutes of certain company decisions.
• Changes to the company — notify Companies House of changes (directors, registered office, share structure) within statutory time limits.

Practical considerations before you incorporate

• Decide whether limited liability is right for your business size, risk profile and tax position; discuss accounting and tax impacts with an accountant.
• Consider who will be directors and shareholders and how decision‑making will work; a shareholders’ agreement can record key commercial arrangements though it is not filed at Companies House.
• Choose a registered office address carefully: it must be a physical address in the UK where statutory mail can be delivered and publicly displayed.
• Prepare for the administrative burden of annual filings and record keeping, and budget for professional help where appropriate.
• Check sector‑specific licences and permissions (planning, trading licences, professional regulation) that may be needed to start trading.

Bank accounts, taxation and employees

Opening a business bank account typically requires the certificate of incorporation and proof of identity for directors. Register with HM Revenue & Customs for corporation tax within three months of starting to trade and register for PAYE if you employ staff. VAT registration is required when your taxable turnover exceeds the registration threshold or voluntarily if advantageous.

Scotland and Northern Ireland — a brief note

The Companies Act 2006 and Companies House incorporate companies across the whole UK, so the process of company formation is broadly the same in Scotland and Northern Ireland. However, some legal and administrative matters differ: property law, certain licensing regimes and local taxation arrangements can vary between jurisdictions. If your business will operate primarily in Scotland or Northern Ireland, obtain jurisdiction‑specific advice on licences, employment law and property matters.

When to get professional help

Many companies complete the online registration without specialist help. Consider consulting a solicitor or company formation agent if you need bespoke articles, complex share structures, cross‑border considerations, or assistance with regulatory permissions. TRW’s UK branch is available to explain general options and typical considerations. This is background information only and not a recommendation.

Sources and approvals

• gov.uk — Limited company formation
• gov.uk — Filing your company’s confirmation statement
• Companies Act 2006 — requirements for registration

Checked 15 September 2026; verify current rules before relying on this article.

General information only; not legal advice and not a substitute for advice on a particular matter.