Legal documents to setup a company

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Setting up a company and being aware of the ins and outs of its legalities may seem a daunting prospect. But if you are armed with the right knowledge about the documents you need in order to register your company, the task should be straightforward.

You have two options for incorporating a limited company with Companies House; one is to use a formation agent’s services, whilst the other is to do it yourself by sending documents to them directly.

The documents needed include:

  • A Memorandum of Association
  • Form IN01, which is your statement of Capital Holdings
  • Articles of Association
  • A further statement, if needed, about the company name

Formation agents will sort this paperwork out for you, if you prefer to enlist their help, and this leaves you to simply provide a few details such as directors and shareholders names on an online form.

A business plan is often considered an essential document to your business, as well as insurance papers and licences, but it is not necessary to show these to Companies House. They only need paperwork to drive the formalities of business incorporation through; they are not interested in how your company is likely to perform.

 

The Memorandum of Association is a brief, concise form stating who the start up shareholders are and shows that they intend to take out shares in your company. The memorandum also shows the company’s planned name.

The Articles of Association is a rulebook that binds the members together within a company. All companies must have these Articles and the paperwork must include issues from the Companies Act 2009.

Included in the Articles of Association are details about the company, the rights of directors as well as prohibitions, and how directors may be dismissed from the company.

 

Companies House provide model Articles of Association for companies to use, but some shareholders prefer to have theirs created from scratch. Models available cover different companies, such as those limited by guarantee, by shares and public companies. You can ask for a model article to incorporate amendments by you so that it suits your company down to the ground.

You need to specify the Articles you intend to use on Form IN01, otherwise Companies House will simply apply a model suitable to your company type for the purpose of incorporation.

 

Bear in mind that you can make changes later on, as long as the majority of shareholders agree to this and that these changes are notified to Companies House.

Form IN01 includes details such as the registered office of your company and the names and addresses of its directors. It will include details of share capital and a breakdown of the shareholding itself. Form IN01 asks for the residential addresses of directors which will be kept private, as well as a contactable service address for the public to use. Directors’ dates of birth must also be stated on the form.

Formation agents will carry out this service for you, if you choose to use them, meaning that you will not need this form.

 

Your further statement is only required if you have concerns about the company name itself. This might occur when you discover certain restrictions on names you have researched and you think you might encounter a problem with the name you have chosen. Therefore you might want to explain your choice of company name and you have the option of attaching documentary evidence such as an official consent you have obtained for using that particular name. This might come from a governmental department.

Formation agents offer a service that includes your additional statement if needed.