Company Formation Services
Public Limited Companies
With a PLC there are capital requirements and slightly different director and shareholder structure. However the prestige of having PLC at the end of your name is substantial.
Another significant difference for public limited companies and private limited companies is that a public limited company can make a general offer of shares to the public. Public limited companies have to have an issued share capital of at least £50,000 and have at least one quarter of this amount paid up.
Key Corporate Features
Type of entity – Public Limited
Type of Law – Common
Shelf Company Available – Yes
Time to establish a new Company – 1 day
Minimum Government Fees (excluding taxation) – 21% – 29,75%
Double Taxation Treaty Access – Yes
Share Capital or equivalent
Standard currency – GBP
Permitted currencies – Any
Minimum paid up capital – GBP 50,000
Usual authorised capital – GBP 50,000
Minimum number – 2
Local required – No
Publicly accessible records – Yes
Location of Meeting – Anywhere
Minimum number – 2
Publicly accessible records – Yes
Location of Meetings – Anywhere
Required – Yes
Qualified – Yes
Requirement to prepare – Yes
Audit requirements – Yes
Requirement to file accounts – Yes
Publicly accessible accounts – Yes
Requirement to file annual return – Yes
Change in domicile permitted – Yes, but subject to approval of (IR) Inland Revenue
A “custom-made” UK company formation has many advantages over an “off-the-shelf” company. It is usually more economical to incorporate a company with the client’s choice of name, directors, shareholders and authorised share capital than to purchase a shelf company and restructure the company.
The intended location of the registered office must be stated from the outset. If they wish, clients may be named as the first director and secretary.
A same day incorporation service is available from Companies House for an additional fee.
Type of Company for International Trade and Investment
It should be noted that there are two types of PLC, one whose shares are quoted publicly and listed on an International Stock Exchange; the other operates as a private limited company. The regulations affecting quoted PLC’s vary from those covered in this paper and specialist advice must be taken.
Procedure to Incorporate
Submission of Memorandum and Articles of Association, Declaration of Compliance and Statement of the First Directors and Secretary and notification of the location of the Registered Office with the requisite fee to Companies House.
Restrictions on Trading
Yes, for specified groups, which include banking, insurance, financial services, consumer credit and related services. A newly formed PLC must not begin business or exercise any borrowing powers until it has a certificate issued under section 117 of the Companies Act 1985 confirming that the company has issued share capital of at least the statutory minimum. Once issued, the certificate is proof that the company is entitled to do business and borrow.
Legal Powers of Company
A Company incorporated in the United Kingdom has the same powers as a natural person.
Language of Legislation and Corporate Documents
English or Welsh
Registered Office Required
Yes, must be maintained in the United Kingdom.
Any name that is identical or too similar to an existing company; any name which would be considered offensive or suggests criminal activity;
Any name that suggests the patronage of the Royal Family or which implies an association with Central or Local Government of the United Kingdom.
Names Requiring Consent or License
Restricted names which usually require a licence or other Government Authority include the use of the following words:- assurance, bank, benevolent, building society, Chamber of Commerce, fund management, insurance, investment fund, loans, municipal, reinsurance, savings, trust, trustees, university or their foreign language equivalents for which the approval of the Secretary of State is first required.
Language of Documentation
Whilst the name of company can be in any language, the documentation must be in English. Any name in a language other than English must be accompanied by a certified translation to ensure that the name is not restricted. However, if the company is incorporated in Wales, documentation in Welsh will be accepted.
Disclosure of Beneficial Ownership to Authorities
No, but disclosure may in certain circumstances be required for accounting purposes. (Accounts must be filed and are available for inspection by the public).
Authorised and Issued Share Capital
The minimum authorised share capital is £50,000. The issued share capital is £50,000 of which a minimum of £12,500 must be paid up. In the event of liquidation the full £50,000 must be paid.
Classes of Shares Permitted
The normal category of shares are ordinary shares but, subject to the circumstances of the company, they may be preference shares, deferred shares, redeemable shares and shares with or without voting rights.
Corporation tax (which includes Capital Gains Tax) is paid by UK companies based upon accounts, which are submitted to the Inland Revenue and the Registrar of Companies at the end of the company’s financial year. A company is free to choose its financial year-end. Companies pay corporation tax at the rate of 21% where the net profit before tax does not exceed £300,000.
The tax payable increases thereafter in stages until the net profit before tax reaches £1.5 million where the top rate of corporation tax is charged at the rate of 29.75%. Tax rates on profits over £1,500,000 is at 28%.
These limits for the lower and higher rate of corporation tax apply to the total profits (worldwide) of group companies and associated companies. Obtaining the lower rate of tax can be problematic for UK companies owned outside the UK.
Double Taxation Agreements
The United Kingdom is party to more double tax treaties than any other sovereign state.
Financial Statement Requirements
All UK companies are required to file accounts prepared in statutory form with the Registrar of Companies and the Inland Revenue whether trading or not. These accounts need to include:
a directors’ report signed by a director or the company secretary;
a balance sheet signed by a director;
a profit and loss account (or income and expenditure account if the company is not trading for profit);
notes to the accounts; and
group accounts (if appropriate).
A public company must have at least two directors, they may be natural persons or bodies corporate who may be of any nationality and need not reside in the UK.
A suitably qualified company secretary must be appointed. The company secretary may be a natural person or a body corporate who may be of any nationality and need not reside in the UK.
The UK system of taxation, subject to conditions, offers commercial opportunities to reduce tax payable for those engaged in international business.
Please contact us for further Information
What separates us from our competitors is that our services don’t end with the registration of your company. We offer a wide range of additional services others can’t or just won’t offer, such as lifetime free support.
Whilst most providers either specialise on personalized consultation at relatively high rates or run bulk registration factories without any support, we want to offer the positive aspects of both types.
Therefore TBA combines professional advice, worldwide registration services, reasonable fees, customized order processing, lifetime support and fast processing. Where others see company formation services as a bulk registration with no support and no individual assistance, we do care about your business needs.
Should you have any question or matter
You would like to discuss or clarify with us
Should you like to receive further Information
About our services and fees, …
Our multi-lingual team of business advisors is happy to assist you with all upcoming questions and issues in relation to your company.
You may call or email us, and we will be happy to assist you in a fast and efficient manner.
You can also come and visit us at our Limassol offices to discuss issues face to face if you prefer. Just arrange an appointment and we will be happy to meet with you.