UK Company
Formation for
Non-Residents
What a UK private limited company can provide
A UK private company limited by shares can give an overseas founder a separate legal entity with a public Companies House record. It can be useful for contracts, investment, and business carried on through the United Kingdom, but incorporation does not include a bank account, tax advice, VAT registration, or permission to conduct a regulated activity.
A public Companies House record
The register shows the company number, status, registered office, officers, filings, and people with significant control. Customers and counterparties can check the record directly rather than relying only on documents supplied by the company.
A structure available to overseas founders
A director does not have to live in the UK, and one person can be both the sole director and sole shareholder. The company still needs a compliant UK registered office and must complete the current identity-verification requirements.
A defined share and control structure
The formation filing records the shareholders, statement of capital, directors, and people with significant control. Share classes, voting rights, and investor terms should be settled before filing if the structure is more than a single ordinary share.
A registered office in the chosen jurisdiction
The company must have an appropriate physical address in the same Companies House jurisdiction in which it is registered. The address is public, while the registered email address is not published.
A company with its own filing calendar
A UK Ltd has ongoing Companies House and HMRC obligations. Confirmation statements, annual accounts, Corporation Tax, VAT, payroll, and home-country reporting follow separate rules and are not completed by the incorporation filing.
Business models commonly considered
Overseas founders consider UK companies for holding investments, intellectual property, software, research, ecommerce, and international trade. The company structure should follow the actual activity. A Companies House registration does not replace customs registrations, product rules, professional permissions, or financial-services authorization.
Holding and investment
Intellectual property
Software and digital services
Research and life sciences
Ecommerce
UK and EU trade
Discuss a UK company setup
Tell us where the directors and shareholders live, what the company will do, where it will operate, and whether it will need employees, VAT, banking, or a regulated license. JNT will use those facts to review the entity, jurisdiction, address, and formation scope.
This form is currently a local preview and does not transmit information.
Decisions to make before filing with Companies House
JNT's published package on this page is for a private company limited by shares, commonly written as Ltd. An LLP, company limited by guarantee, UK establishment of an overseas company, or another structure requires a separate scope review.
Ltd or another UK structure
A private limited company suits a business that needs shareholders, shares, and limited liability. An LLP has members and partnership-style tax treatment; a guarantee company is commonly used for non-distributing organizations; a UK establishment keeps the overseas parent as the legal entity.
The Companies House jurisdiction
The filing must specify England and Wales, Wales, Scotland, or Northern Ireland. The registered office must be in that same jurisdiction, so the proposal must confirm where JNT's address service is available before the filing is prepared.
Directors, shareholders, shares, and PSCs
A private company needs at least one director aged 16 or older and at least one shareholder, who may be the same person. The filing must also identify each person with significant control and set out the initial share capital and rights.
Identity verification and personal codes
Each new director needs a Companies House personal code for incorporation. A new PSC must also connect a verified identity to the PSC role within the applicable 14-day period. Verification is completed through GOV.UK One Login or an Authorised Corporate Service Provider, not through the incorporation filing alone.
Name, articles, and SIC code
The name must be available and usually end in Limited or Ltd. The founders must choose the articles of association, share structure, and at least one SIC code that describes the planned activity. Sensitive words can require permission.
Post-formation tax and licensing plan
Annual accounts, a confirmation statement, Corporation Tax, VAT, payroll, banking, and industry licenses are separate workstreams. The right calendar depends on when trading starts, where management occurs, what the company sells, and whether it has UK staff or premises.
UK Ltd formation service scope
Private company limited by shares for an overseas founder
1. Standard Ltd formation package
| Service or document | Status |
|---|---|
Entity and Companies House jurisdiction review |  |
Company-name availability check | |
Initial share, shareholder, director, and PSC review | |
Preparation and coordination of the incorporation filing | |
Certificate of incorporation | |
Memorandum and articles of association | |
Initial statutory registers and share certificates | |
2. Current Companies House fees
| Official charge |
|---|
Digital or software incorporation: £100 |
3. Work outside the incorporation filing
| Workstream |
|---|
Identity verification through GOV.UK One Login or an authorized ACSP |
How UK company formation works
Step 1: Confirm the structure and jurisdiction
- Review the owners, planned activity, operating locations, tax questions, and need for a UK subsidiary rather than another structure
- Confirm that the Ltd package fits and choose the Companies House jurisdiction before assigning the registered office
Step 2: Complete identity and company information
- Complete identity verification and obtain the required personal codes for each director and PSC role
- Confirm the company name, directors, shareholders, PSCs, shares, articles, SIC code, registered office, and registered email
Step 3: Review and submit the incorporation filing
- Review the filing information and company documents before submission
- Pay the JNT service fee and the current Companies House incorporation fee as separate charges
Step 4: Receive the records and start ongoing work
- Receive the certificate of incorporation, memorandum and articles, registers, and share documents included in the final proposal
- Proceed separately with banking, tax, VAT, payroll, accounting, confirmation statements, and any required licenses
Information and documents to prepare
The final list depends on the directors, shareholders, PSCs, corporate owners, activity, and identity-verification route.
- Passport or another accepted identity document for each director, shareholder, and person with significant control
- Recent proof of residential address for each relevant individual
- Companies House personal code for each director and the information needed to connect each PSC's verified identity
- Proposed company names and any approval required for a sensitive word or expression
- Initial share capital, share classes, ownership percentages, and rights attached to the shares
- The selected Companies House jurisdiction, registered office, registered email, and service addresses
- SIC code and a plain-language description of the planned business activity
- For a corporate shareholder, its certificate of incorporation, constitutional documents, ownership chart, and authorized representative information
UK Ltd formation pricing
From £100 per year
- The final proposal identifies the standard Ltd formation work, registered office, and company secretary support included for year one
- Companies House fees, identity-verification provider charges, renewals, confirmation statements, accounts, tax, VAT, banking, and licenses are separate when applicable
- Companies House usually registers a standard online filing within 24 hours, but JNT does not guarantee a completion date; identity verification, due diligence, filing method, and registrar queries can extend the overall process
Frequently asked questions
Generally, yes. A director does not have to live in the UK, and one person can be the sole director and sole shareholder of a private company limited by shares. A director must be at least 16 and must satisfy the current identity-verification requirement.
The company still needs an appropriate registered office in its Companies House jurisdiction. Incorporation does not provide a UK visa, residence right, personal tax residence, bank account, or permission to work in the United Kingdom.
JNT's published package on this page is for a private company limited by shares. It creates a UK company with shareholders, directors, shares, and its own filing obligations. This is different from an LLP, which has at least two members and partnership-style tax treatment, and from a UK establishment, which registers an overseas parent that carries on business from a UK place of business.
The filing jurisdiction also matters. Companies House asks whether the registered office is in England and Wales, Wales, Scotland, or Northern Ireland, and the office address must be in the same jurisdiction. The entity and jurisdiction should be confirmed before an address service is quoted.
A person verifies through GOV.UK One Login or through an Authorised Corporate Service Provider registered with Companies House. Successful verification produces a personal code. A new director supplies that code as part of the incorporation or appointment filing.
A person who is also a PSC must connect the verified identity to the PSC role separately within the applicable 14-day period. JNT can coordinate the formation information, but it does not claim to be the identity-verification authority. Any ACSP work must be identified in the proposal and performed by an authorized provider.
JNT's service fee for the standard Ltd package starts at £100 per year. The current Companies House incorporation charge is separate: £100 for digital or software filing, £156 for a same-day software filing when available, or £124 for a paper filing.
GOV.UK says a standard online company is usually registered within 24 hours. That is a registrar service estimate, not a JNT guarantee. Identity verification, due diligence, unusual articles, sensitive names, payment, filing method, or a Companies House query can make the full engagement longer.
Companies House and HMRC have separate requirements. The company must review its register information and file a confirmation statement at least every 12 months. The current digital confirmation-statement fee is £50. It also prepares annual accounts and files them with Companies House by the applicable deadline.
For a standard private company, first accounts are generally due 21 months after incorporation and later annual accounts nine months after the financial year ends. Corporation Tax payment and the Company Tax Return have their own HMRC deadlines. Formation work does not complete these annual filings.
No. The registration service may set the company up for Corporation Tax at the same time unless it is dormant, but the company must still maintain its HMRC account, calculate tax, pay any amount due, and file the required return. The 2026 small-profits rate is 19% up to £50,000, the main rate is 25% above £250,000, and marginal relief can apply between those limits. Associated companies and short periods can reduce the thresholds.
VAT is a separate analysis. The general registration threshold is £90,000 of taxable turnover, with voluntary registration possible below it. A non-established taxable person supplying taxable goods or services in the UK can face registration without that threshold. JNT supports VAT registration under a separate scope after the facts are reviewed.