Commercial offer for company incorporation

In england

General Information

England is one of the largest financial and cultural centres of the modern world. Having a business in this jurisdiction is prestigious and respectable. Such a company, as a rule, does not cause doubts among partners.

Many people mistakenly believe that England belongs to offshore zones – it is not so. England belongs to jurisdictions with low taxation. The peculiarities of local legislation allow for significant optimisation of financial flows outside the jurisdiction.

Types of legal forms available for registration in England

  • LTD (Limited Company)

  • Requirements:

    An office in England is required (we provide a correspondent address in London). In business practice, the most common authorised capital for a company in England is £1000 (payment of authorised capital is optional).

  • Shareholders:

    The minimum number of shareholders is one (Individuals or companies).

  • Directors:

    The minimum number of directors is one (Natural person.).

    Citizenship and residency are not relevant.

    A Director and a Shareholder may be the same person.

  • Important:

    We offer the services of nominee shareholders and directors for business activities. There is an open register of shareholders and directors in England. Information is publicly available

  • LP (Limited Partnership)

  • Requirements:

    An office in England is required (we provide correspondent address services in London).

  • Reporting:

    Partnerships in England and Wales do not file an annual report.

  • Important:

    An LP in England and Wales is not a separate legal entity, i.e. tax is not paid by the partnership but by each partner separately in their own jurisdiction. Partnership profits may be apportioned pro rata between the partners and they must declare them in their own jurisdiction.

* It should be borne in mind that England has a large number of concluded JIDNs with other countries.

Taxation

LTD

Is resident from the date of incorporation of the company.

Pays corporation tax on an extraterritorial basis. That is, if your company is incorporated in England, it pays corporation tax on activities in England and abroad.

The corporation tax rate in England is 19% for 2021/22.

The rate of VAT in England is 20 per cent.

LP

The limited liability partnership itself is not subject to tax in England.

The profits of the LP are distributed to its partners, who are liable to pay tax in the country of their tax residence.

If the partnership has foreign partners and does not operate in England, there is no liability to tax in England and the partners must fulfil their own tax obligations in the country of their residence.

Registration procedure

1. Before registering a company it is necessary to define:
  • Company name to check for uniqueness (at least three names). It must end with an indication of the legal form (“Limited” or “Ltd”).
  • Company structure (director, shareholder, beneficiary, attorney).
  • The amount of authorised capital and the allocation of shares to shareholders.
  • Type of the company’s activity (SIC).
2. Documents for directors/shareholders/beneficiaries/proxies must be submitted:

Copy of passport with registration page and proof of address (UB).

3. Filing of the application for incorporation of the company

(The time taken to register a new company is about three working days).

The set of documents handed over to the client after registration of a company in England includes:

  • Certificate of Incorporation - Certificate of Incorporation

  • Articles of Association

  • Memorandum of Association - Memorandum of Association

  • Minutes of the initial meeting - Minutes of the first meeting

  • Resolution of Shareholder(s) - Resolution of shareholders

  • Share Certificate - Share Certificate

  • Apostille of documents (on request)

  • Company seal (on request)

  • Power of Attorney (on request)

The procedure for registering a Limited Partnership in England:

1. Before registration it is necessary to determine:
  • Company name to check for uniqueness (at least three names). It must end with an indication of the legal form (“Limited” or “Ltd”).
  • Company structure (director, shareholder, beneficiary, attorney).
  • The amount of authorised capital and the allocation of shares to shareholders.
  • Type of the company’s activity (SIC).
2. Documents for partners must be provided: copy of passport with registration page, as well as documents confirming the address (UB).
3. Submission of the application for registration

(the registration period is about 2 weeks).

Annual Reporting

Every English company must file an annual return with Companies House each year.

Failure to file an annual return may result in the Registrar assuming that the company is no longer carrying on business in England and removing it from the register and imposing fines and penalties.

Annual service

1. Legal address costs
2. Administrative services of a professional agent (annual compliance)
3. Nominal service costs
4. Assistance in preparing the annual report (no audit required)
5. Annual renewal of the company

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