UK COMPANIES

General Information

A "custom-made" UK company formation has many advantages over an "off-the-shelf" company. It is usually more economical to incorporate a company with the client's choice of name, directors, shareholders and authorised share capital than to purchase a shelf company and restructure the company.
The intended location of the registered office must be stated from the outset. If they wish, clients may be named as the first director and secretary.
A same day incorporation service is available from Companies House for an additional fee.

GENERAL
	Type of entity		Private Limited
	Type of law		Common
	Shelf company available		Yes
	Our time to establish a new company		1 day
	Minimum government fees (excluding taxation)		Not Applicable
	Corporate taxation:		21% - 29.75%
	Double taxation treaty access:		Yes
SHARE CAPITAL OR EQUIVALENT
	Standard currency		GBP
	Permitted currencies		Any
	Minimum paid up		£1
	Usual authorised		£1,000
DIRECTORS OR MANAGERS
	Minimum number of Directors		1
	Local director requirement		No
	Publicly accessible records of directors		Yes
	Location of directors meetings		Anywhere
SHAREHOLDERS (MEMBERS)
	Minimum number of shareholders		1
	Location of shareholders meetings		Anywhere
	Publicly accessible records of shareholders		Yes
BENEFICIAL OWNERS
	Publicly accessible records of beneficial owners		No
	Shares may be held by a nominee on behalf of beneficial owner client		Yes
COMPANY SECRETARY
	Required		No
	Local or qualified		No
SHARE CAPITAL
	Standard currency		USD, GBP or EURO
	Permitted currencies		any (except Mauritian Rupees)
	Registered shares		Bearer shares not permitted
ACCOUNTS AND RETURNS
	Requirement to prepare		Yes
	Audit requirement		Yes, but small company exemption
	Requirement to file accounts		Yes
	Publicly accessible accounts		Yes
OTHER
	Requirement to file annual return:		Yes
	Change in domicile permitted		Yes, but subject to approval of Inland Revenue

Company Information

» Type of Company for International Trade and Investment Private ("Ltd") or Public Limited Company ("PLC").

Procedure to Incorporate

Submission of Memorandum and Articles of Association, Declaration of Compliance and Statement of the First Directors and Secretary and notification of the location of the Registered Office with the requisite fee to Companies House.

Restrictions on Trading

Yes, for specified groups, which include banking, insurance, financial services, consumer credit and related services.

Legal Powers of Company

A Company incorporated in the United Kingdom has the same powers as a natural person.

Language of Legislation and Corporate Documents

English or Welsh.

Registered Office Required

Yes, must be maintained in the United Kingdom.

Name Restrictions

Any name that is identical or too similar to an existing company; any name which would be considered offensive or suggests criminal activity;

Any name that suggests the patronage of the Royal Family or which implies an association with Central or Local Government of the United Kingdom.

Names Requiring Consent or Licence

Restricted names which usually require a licence or other Government Authority include the use of the following words:- assurance, bank, benevolent, building society, Chamber of Commerce, fund management, insurance, investment fund, loans, municipal, reinsurance, savings, trust, trustees, university or their foreign language equivalents for which the approval of the Secretary of State is first required.

Language of Documentation

Whilst the name of company can be in any language, the documentation must be in English. Any name in a language other than English must be accompanied by a certified translation to ensure that the name is not restricted. However, if the company is incorporated in Wales, documentation in Welsh will be accepted.

Disclosure of Beneficial Ownership to Authorities

No, but disclosure may in certain circumstances be required for accounting purposes. (Accounts must be filed and are available for inspection by the public).

Authorised and Issued Share Capital

Private Limited Companies have a minimum authorised share capital of £1 or its currency equivalent. The minimum issued capital is one share, but additional capital is usually issued to reflect the stability and strength of the company.

Classes of Shares Permitted

The normal category of shares are ordinary shares but, subject to the circumstances of the company, they may be preference shares, deferred shares, redeemable shares and shares with or without voting rights.

Taxation

Corporation tax (which includes Capital Gains Tax) is paid by UK companies based upon accounts, which are submitted to the Inland Revenue and the Registrar of Companies at the end of the company's financial year. A company is free to choose its financial year-end. Companies pay corporation tax at the rate of 21% where the net profit before tax does not exceed £300,000.

The tax payable increases thereafter in stages until the net profit before tax reaches £1.2 million where the top rate of corporation tax is charged at the rate of 29.75%. Tax rates on profits over £1,500,000 is at 28%. These limits for the lower and higher rate of corporation tax apply to the total profits (worldwide) of group companies and associated companies. Obtaining the lower rate of tax can be problematic for UK companies owned outside the UK.

Double Taxation Agreements

The United Kingdom is party to more double tax treaties than any other sovereign state.

Licence Fees

None.

Financial Statement Requirements

All UK companies are required to file accounts prepared in statutory form with the Registrar of Companies and the Inland Revenue whether trading or not. These accounts need to include:

(i) a directors' report signed by a director or the company secretary;
(ii) a balance sheet signed by a director;
(iii) a profit and loss account (or income and expenditure account if the company is not trading for profit);
(iv) notes to the accounts; and
(v) group accounts (if appropriate).

Companies whose annual turnover does not exceed £5,600,000 may qualify for an Audit Exemption and are not required to file independently audited accounts and in such cases the directors must self-certify the accounts.

To qualify as a small company, at least two of the following conditions must be met:

(i) annual turnover must be £5.6 million or less;
(ii) the balance sheet total must be £2.8 million or less;
(iii) the average number of employees must be 50 or fewer.

To qualify for total audit exemption, a company must

(i) qualify as small (see above)
(ii) have a turnover of not more than £5.6 million; and
(iii) have a balance sheet total of not more than £2.8 million.

Directors

A private company must have at least one natural person as director who may be of any nationality and need not reside in the UK.

Company Secretary

Private Limited Company - A company secretary is not required. Public Limited Company - A qualified company secretary is required

Important Note

The UK system of taxation, subject to conditions, offers commercial opportunities to reduce tax payable for those engaged in international business. Further information is available on request.

The above information is for guidance only and therefore the material contained herein should not be regarded, viewed or considered as an advice. You should contact your tax or professional adviser/s for appropriate detailed professional advice. We accept no liability for the accuracy of the information contained herein, nor any loss arising from reliance on it.

If you require an Offshore Company or need an advice for your needs, please call our Expert Team who can assist you with your requirements. You are invited to call us at (230) 245 6703. You may send your enquiries by email: contact@premier.mu or by fax at (230) 245 6704.