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United Kingdom

United Kingdom




The United Kingdom of Great Britain is a sovereign state located off the north-western coast of continental Europe. The UK is surrounded by the Atlantic Ocean, the North Sea, the English Channel, and the Irish Sea.

The United Kingdom is a constitutional monarchy and unitary state. It is a country consisting of four countries: England, Northern Ireland, Scotland, and Wales. The United Kingdom has a parliamentary system. There are three devolved national administrations, with varying powers in Belfast, Cardiff and Edinburgh, the capitals of Northern Ireland, Wales and Scotland respectively.

The UK is a developed country, with the world’s sixth largest economy by nominal GDP and eighth largest economy
by purchasing power parity. During the 19th and 20th centuries the United Kingdom was the world’s first industrialised
country, but in later years due to the two world wars and the decline of its empire, its leading role has diminished.

The UK nevertheless remains a great power with leading economic, cultural, military, scientific and political influence. It
is a Member State of the European Union, a permanent member of the United Nations Security Council, and a member
of the Commonwealth of Nations, G8, G20, NATO, OECD, the Council of Europe and the World Trade Organization.

Queen Elizabeth II is head of state of the UK as well as of fifteen other independent Commonwealth countries. The UK
constitution consists of statutes, judge-made case law, and international treaties despite the fact that it is uncodified.
The UK parliament has the political power to perform constitutional reforms only by passing Acts of Parliament.

The UK has a parliamentary government based on the Westminster system. The Parliament meets in the Palace of
Westminster which has two houses: an elected House of Commons and an appointed House of Lords, and any Bill
passed requires Royal Assent to become law. The Member of Parliament who can obtain the confidence of a majority
in the House of Commons is elected as the Prime Minister. He is usually the current leader of the largest political party
in that chamber.

The UK has three distinct systems of law: English law, Northern Ireland law and Scots law. Recent constitutional changes that have been made, a new Supreme Court of the United Kingdom come into being in October 2009 to replace the Appellate Committee of the House of Lords. The Judicial Committee of the Privy Council, including the same members as the Supreme Court, is the highest court of appeal for several independent Commonwealth countries, the UK overseas territories, and the British crown dependencies.


The UK has a partially regulated free market economy. Based on market exchange rates, the UK is today the sixth largest economy in the world and the third largest in Europe after Germany and France, after having fallen behind France in 2008 for the first time in over a decade.

The Industrial Revolution started in the UK with an initial concentration on the textile industry, followed by other heavy industries such as shipbuilding, coal mining, and steel production. In the 19th century the UK dominated international trade due to the fact that the empire created an overseas market for British products but during the 20th there was an economic decline after two world wars and the UK lost its competitive advantage.

The currency of the UK is the pound sterling. The UK chose not to join the euro at the currency’s launch. London is a major centre for international business and commerce and is the leader of the three “command centres” for the global economy. The UK is considered the world’s largest financial centre since it has the London Stock Exchange, the London International Financial Futures and Options Exchange, and the Lloyd’s of London insurance market.

London has four of the largest law firms in the world headquartering there, as well as the largest concentration of foreign bank branches in the world. Another important issue is the service sector which is dominated by financial services, especially in banking and insurance. Tourism is considered an important factor for the UK economy since London is the most visited city in the world.


Starting a limited liability company in the UK is not complicated; Company formation requires the completion and authentication of two Company House forms. Companies have previously been registered under the Companies Act 1985 which has now been replaced with the Companies Act 2006. The regulations with the Companies Act 2006 have been introduced over a number of years and have been put in place as of 1st of October 2009.

The main changes to the Companies Act 2006 allows a clear statement of general duties for the director to explain
the existing case law based rules, it also enables greater electronic communication for the communication with share-
holders, allowing a service rather than home address on public record. In addition it includes the ruling of at least one
natural director of at least 16 years, no longer requiring companies to specify their objects on incorporation and that
company name rules will be improved as well as articles forming the basis of the company’s constitution.


Advantages of the Jurisdiction of United Kingdom concerning LLP Companies


•   The UK has excellent economic stability and a solid and well-developed infrastructure.

•   LLP is simply a partnership, which provides the partners with the benefits of limited liability, i.e. their liability is lim-
ited to the amount of money they invest in the corporation.

•   There are no restrictions on the members being foreign nationals or companies.

•   LLP is regarded as a ‘body corporate ‘and is like a company, for tax purposes a LLP is normally treated as a ‘part-

•   Anyone can be a partner in a corporation, even a legal entity. There are no restrictions on the nationality of the
partners, who can either be residents or non-residents of the UK.

•   If an LLP carries on a trade then each registered partner is taxable on the income they derive from the LLP as trad-
ing income.

•   An LLP is a separate legal entity purely in legal terms.

•   A member of an LLP is however taxed on his or her share of the profits that are generated by the partnership.

•   If an LLP was assessed as undertaking an investment business no interest relief would be due.

•   an LLP in UK can have a VAT number and EORI registration, which is an advantage for those trading within Europe;


Advantages of the Jurisdiction of United Kingdom concerning LTD Companies


•   Limited Companies (LTD) are only taxed on their profits.

•   A limited company (LTD) is a completely separate entity from its members, whereas a sole trader and his/her busi-
ness is treated as a single entity for tax and administrative purposes.

•   If you run a limited company (LTD), you are protected in case things go wrong.

•   Limited Companies (LTD) may find it relatively easier to secure business funding.

•   There are no restrictions on the directors, secretary or shareholders being foreign nationals or companies.


Placing an order for the formation of an LLP OR LTD Company


Companies can be incorporated directly with Companies House using a paper form or online through a formation agent. To incorporate a private limited company by shares or by guarantee, or a public limited company, you will need to send the necessary documents to the Companies House.

Requirements for the Registration of a UK company

•   Director: Private companies must have at least one director and public companies must have two directors. Each director must give the following information:

1.   full name (i.e. first names, surname and former name - if used for business purposes in the previous 20 years) or,
in the case of a corporation, its corporate name

2.   nationality

3.   Residential address (or, in the case of a corporation, its registered office or principal place of business). This ad-
dress will not be made publicly available

4.   service address, such as the registered office address of the company

5.   business occupation (if any) and

6.   date of birth


•   Secretary: There is no requirement to have a secretary. If a company chooses to appoint a secretary, that person
must also sign consent to act or provide his or her electronic PIN details. The secretary is an administrative officer
and does not have the same responsibilities or liabilities as a director.

•   Shareholder: Private and public companies need to have only one shareholder.

•   Share Capital: The classes of shares to be created (for example ordinary or preference) and the rights attaching to
those share classes, such as voting rights and rights to dividends, the amount to be paid up on each share includ-
ing any premium and the nominal value.

•   Name of Company: A private limited company - its name must end with “limited” or, if its registered office is in
Wales, with “cyfyngedig” or with the permitted alternatives, ie “ltd” or “cyf”. A private unlimited company - its name
may end in “unlimited” but it is not required to do so; A public limited company - its name must end with “public
limited company” or “plc”, with our without full stops. If its registered office is in Wales, it may end with “cwmni
cyfyngedig cyhoeddus” or “ccc” with or without full stops.


Required Documents to register the company:


•   signed Memorandum of Association - a statement that the subscribers wish to form a company and have agreed
to become shareholders of the company

•   signed Articles of Association - the rules under which the company will be run

•   completed Form IN01 - details of the Registered Office, director(s) and secretary if you wish to appoint one (ap-
pointment of a secretary is optional for a private limited company), share capital, initial shareholders and a state-
ment of compliance confirming the various requirements relating to the incorporation have been met

•   the registration fee.



Corporate documents of a UK company


•   Original Certificate of Incorporation

•   Original Certificate of Good Standing/Apostille

•   Original Memorandum of Association

•   Original Share Certificate

•   Original Minutes of the Meeting of the Board of Directors


•   Apostille Bound Set of:


- True Copy of Certificate of Incorporation
- True Copy of Memorandum of Association
- True Copy of the Share Certificate

- True Copy of Minutes of the Meeting of the Board of Directors


•   Statutory Registers:


-   Register of Directors and Secretaries
-   Register of Members

-   Register of Mortgages and Charges


Extra Documents:


•   Guarantee of Non-trading

•   Declaration of Trust

•   Nominee Directors Declaration

•   Memorandum of Sole Director

•   Affidavit

•   Company Seal


* Power of Attorney will be given when we act as Nominee

The UK is considered to be one of the countries that has excellent economic stability and a solid and well-developed
infrastructure. The UK is the easiest place for you to start and operate a business. It takes 13 days to establish a busi-
ness in the UK compared to the European average of 32 days. There are very few barriers in doing business in the UK,
and many market opportunities. This makes the UK the most popular location for foreign direct investment in Europe.



Western Europe

Time zone



61,838,154 (UK population)




London and Regional




Pound sterling

Political system

Parliamentary democracy

International dialling code


Legal system

Common law

Centre’s expertise

UK trust, corporate and financial services


Personal income tax


Corporate income tax


Exchange restrictions


Tax treaties

Over 100


Permitted currencies


Minimum authorised capital

No minimum

Minimum share issue

At least one share must be issued


Shelf companies


Timescale for new entities

Four hours

Incorporation fees

Standard Incorporation. Electronic £15. Paper £20

Annual fees

Annual return fee £15


Minimum number


Residency requirements


Corporate directors



At will




Bearer shares


Minimum number


Public share registry


Meetings / frequency

At will


Annual return


Audit requirements

Significant exemption for small to medium sized businesses


Registered office


Domicile issues


Company naming restrictions


UK Companies

UK companies are required to renew their registration on the anniversary of the incorporation of each company.

The Registrar allows a grace period of 28 days where no penalties are assessed for late payment.

Failure to meet the above deadline will result in the Registrar starting to strike your company off the register. Please note that it is also a criminal offence not to file an annual return in time. If prosecuted, directors can be fined £5,000.