Set Up a Limited Company – Complete UK Registration Guide

Setting up a limited company in the UK has become a largely digital process, handled through Companies House at a low cost and with rapid turnaround. For many small business owners and sole traders looking to formalise their operations, the limited company structure offers clear legal separation between personal and business finances, along with potential tax advantages. This guide walks through every part of the registration process, from name checks to post-incorporation tax duties, using 2025-2026 rules and figures.

Few decisions carry as much weight as choosing the right legal structure for a business. A limited company, unlike a sole tradership, exists as a distinct legal entity. Its owners — the shareholders — are not personally liable for company debts beyond the value of their shares. This separation makes it an attractive option for businesses with higher risk profiles or those seeking external investment.

The following sections cover the exact steps needed to incorporate, the costs involved, the documents required, and the compliance responsibilities that follow. All information reflects current UK government guidelines and fee schedules.

How to set up a limited company in the UK?

The registration process itself is methodical. Each step has specific requirements set out by the Companies House – Register your company system, and getting any detail wrong can delay incorporation.

Key insights to keep in mind

• Setting up a limited company is an online process that costs as little as £12 and completes within 24 hours.
• You need a unique company name, a physical registered office address in the UK, at least one director and shareholder (can be the same person), and a SIC code.
• After incorporation, you must register for Corporation Tax (within 3 months), keep accurate financial records, and file annual accounts and confirmation statements.
• Choosing the right company structure depends on your liability needs and tax preferences; limited companies offer tax planning opportunities (e.g., dividend extraction).
• Using the official GOV.UK route is the cheapest and most direct, but third-party formation agents offer additional services like registered address forwarding and same-day incorporation.

Choose your company name

The name must be unique and not already registered with Companies House. A quick check can be done through the Companies House – Company name availability checker. It must end with “Limited” or “Ltd” (or the Welsh equivalent “Cyfyngedig” for companies registered in Wales). Names that are offensive, suggest a government connection, or contain sensitive words may be rejected.

Select a registered office address

A UK physical address is mandatory. It cannot be a PO Box and must be located in the same country as the company’s incorporation — an English company cannot have a Scottish registered office. This address goes on the public register, and all official correspondence from Companies House and HMRC is sent there. Some formation agents offer an address service.

Appoint directors and shareholders (or guarantors)

At least one director, aged 16 or older, is required. The same person can be the sole shareholder, making single-person companies common and straightforward. Shareholders hold ownership through shares; their liability is capped at the nominal value of those shares. For companies limited by guarantee, members guarantee a fixed amount instead.

Determine your SIC code

Every company must select a Standard Industrial Classification code that best describes its main business activity. Companies House maintains a full list of SIC codes. The code is chosen during registration. If the business changes focus later, the SIC code can be updated through a confirmation statement filing.

Submit your application to Companies House

Registration is completed through the Companies House Web Incorporation Service. The applicant provides all required details, pays the fee, and submits the application. GOV.UK – Set up a limited company: step by step provides the official walkthrough. Online submissions are processed within 24 to 48 hours under the standard £12 fee, or on the same day for £50.

Receive your certificate of incorporation

Once approved, Companies House issues a Certificate of Incorporation along with a unique Company Registration Number (CRN). These documents confirm the company legally exists and may begin trading.

How much does it cost to set up a limited company?

The fees vary depending on the method chosen. The direct online route remains the most affordable at £12, while postal registration costs £124. Same-day online processing adds a premium, bringing the fee to £50. Third-party formation agents typically charge £100 or more, bundling extras such as registered office services and bank introduction letters. There are no hidden statutory fees beyond the registration cost, though professional advice, accounting software, and business bank accounts carry their own charges.

Online registration fee (£12 standard or £50 same-day)

Using the Companies House Web Incorporation Service, the standard fee is £12. For those who need the company formed immediately, the same-day service costs £50. Both options deliver digitally, with the certificate available to download shortly after approval.

Postal registration cost (£124)

Filing by post using form IN01 costs £124 and takes 8 to 10 days for processing. This route is considerably slower and more expensive, making it less common for most new incorporations.

Additional costs (professional fees, software, banking)

While the registration itself can be done without professional help, many business owners choose to engage an accountant or formation agent. These services can range from £100 to several hundred pounds. Accounting software, registered office address services, and business bank accounts are separate costs that arise shortly after incorporation.

What documents and information are needed to register a limited company?

Registration requires a defined set of personal, business, and constitutional documents. Preparing them in advance reduces errors and speeds up the process. The following subsections break down each requirement.

Company name – rules and restrictions

The name must be unique and not offensive. It must end with “Limited” or “Ltd”. Certain words, such as “Royal” or “Bank”, require special permission. Trademark searches are advisable to avoid legal disputes, though not mandatory for registration.

Registered office address – required location and privacy options

A physical UK address is compulsory. It must be in the same jurisdiction as the company’s registration. The address is publicly visible on the Companies House register. Directors who do not wish to use their home address can use a third-party office address service, provided it meets the physical address requirement.

Directors and shareholders – minimum numbers and eligibility

One director is the minimum, and they must be at least 16 years old. One shareholder is also required, and the same individual can fill both roles. Full legal names, dates of birth (month and year are public), nationality, and service addresses must be provided. The usual residential address is kept private unless it is the same as the registered office.

SIC code – how to pick the correct classification

Companies House maintains a full list of SIC codes. The chosen code must reflect the company’s main business activity at the time of registration. If the business operates in multiple areas, the primary activity determines the selection. The code can be amended later through a confirmation statement.

Memorandum and articles of association

The Memorandum of Association is a legal statement confirming the initial shareholders’ intention to form the company. The Articles of Association set the internal rules for running the company. Model versions are available on GOV.UK, though they may not suit every structure — particularly for sole director companies. Bespoke articles can be drafted if needed.

What are your legal and tax obligations after setting up a limited company?

Once incorporated, the company enters a regulatory framework that demands ongoing attention. Missing deadlines can trigger penalties, so understanding each obligation from the outset is essential.

Register for Corporation Tax within 3 months

HMRC requires every limited company to register for Corporation Tax within three months of starting to trade. The HMRC – Register for Corporation Tax page provides the official instructions. A Unique Taxpayer Reference (UTR) is automatically issued shortly after incorporation, and the registration is completed using that number along with the company name and registered address.

Maintain statutory records and file confirmation statements

Every company must keep statutory registers detailing directors, shareholders, and people with significant control (PSC). A confirmation statement must be filed annually, within 14 days of the end of the review period. It confirms that the information on the public register is accurate. There is a £13 fee for filing online.

Prepare and file annual accounts with Companies House

Private limited companies must file annual accounts within nine months of the financial year end. The accounts must include a balance sheet, profit and loss account, and notes. Small companies may file abridged accounts, which require less detail.

Register for VAT if turnover exceeds £90,000 (2025 threshold)

If the company’s taxable turnover reaches £90,000 in any rolling 12-month period, VAT registration becomes compulsory. Voluntary registration is possible below that threshold and may be beneficial for businesses that incur significant VAT on their own purchases.

Pay any accounting period tax and file Company Tax Return

The Company Tax Return (CT600) must be filed with HMRC for each accounting period. Corporation Tax is due nine months and one day after the end of the accounting period. For the 2024/25 tax year, the main rate is 25% for profits over £250,000, with a small profits rate of 19% for profits under £50,000.

How long does it take to set up a limited company from start to finish?

1. Pre-formation (1-2 days): Choose company name, check availability, prepare documents (articles, memorandum), decide on address and SIC code.
2. Day 0 – Submission: Submit online application via Companies House Web Incorporation Service (£12) or by post (form IN01, £124).
3. Day 1-2 (online) or Day 8-10 (postal): Receive certificate of incorporation – your company legally exists. You will get a Company Registration Number (CRN).
4. Within 30 days (recommended): Open a business bank account, order statutory registers, decide on shares issue.
5. Within 3 months of starting business: Register for Corporation Tax with HMRC (possible immediately after incorporation).
6. Ongoing annually: File confirmation statement (within 14 days of end of review period) and annual accounts (9 months after financial year end).

The fastest route — online submission with the £50 same-day fee — can take the company from application to legal existence in a matter of hours. For those on the standard £12 fee, 24 to 48 hours is the typical wait. Postal applications are significantly slower and not recommended for time-sensitive setups.

What is clear and what remains uncertain about the registration process?

Why set up a limited company instead of operating as a sole trader?

Setting up a limited company is a popular choice among UK entrepreneurs for several reasons. The structure offers limited liability, meaning personal assets are protected if the business fails. It also provides tax planning flexibility, particularly through dividend payments, which can be more tax-efficient than salary for higher-rate taxpayers. Clients and suppliers often perceive limited companies as more established and credible, which can open doors to larger contracts.

However, the structure comes with greater administrative demands. Annual accounts, confirmation statements, and Corporation Tax returns all require filing on strict deadlines. The 2024/25 tax environment continues to favour limited companies for higher earners, although the increase in corporation tax to 25% for profits above £250,000 has narrowed the gap with sole trader taxation. Any decision to incorporate should weigh the business’s income level, risk profile, and appetite for compliance work.

For those starting out, the How to manage limited company accounts guide covers the record-keeping requirements in more detail.

What do the official sources say about setting up a limited company?

“You can set up a limited company online with Companies House in 24 hours for £12.”

GOV.UK – Set up a limited company: step by step

“You can register by post using form IN01. Postal applications take 8 to 10 days and cost £124.”

Companies House – Register your company

“You must register for Corporation Tax within 3 months of starting to do business.”

HMRC – Corporation Tax

The official GOV.UK – Limited company rules (full guidance) provides the complete regulatory framework. These government sources carry the highest authority on registration requirements, fee schedules, and compliance timelines.

In summary: is setting up a limited company right for your business?

Registering a limited company is a low-cost, fast process when done online through Companies House, with fees starting at £12 and incorporation completing within 24 to 48 hours. The key steps — name selection, address provision, director and shareholder appointment, SIC code choice, and submission — are all manageable without professional help. The real commitment begins after incorporation, with Corporation Tax registration, annual accounts, and confirmation statements forming the backbone of ongoing compliance. For a full walkthrough of the registration stages, refer to the Comprehensive UK Limited Company Setup Guide 2025.

Frequently asked questions