ORACLE CAPITAL GROUP will provide you with advice and support you need to start a business in the UK.
We offer a wide range of services such as:
Company registration in the UK
Company administration and annual reporting
Annual submission of the Confirmation statement
Preparation and modification of registers (OR making changes to registers)
Preparation of corporate documents
Preparation of Incumbency and Good standing certificates
Document notarization and legislation
Benefits of setting up a company in the UK:
A physical presence of a director, a shareholder or a beneficiary is not required
Charter documents can be amended/approved remotely
Registration of a company takes 1-2 working days on average
Avoidance of double taxation with more than 100 states
There is no currency control
A fairly straightforward list of documents required
The beneficiary can be a resident of any country
Limited, Ltd (Limited Liability Company/ Private Limited Company)
LTD is a private limited company, a popular type of legal structure that provides limited personal liability to the owner(s) of the business and is subject to general tax rules
No start-up funding required.
Company with limited liability can carry on any commercial operations in the UK (OR: can undertake any type of commercial activity in the UK) that do not require special permit.
Must be limited by nominal shares.
A minimum of 1 shareholder, who may be natural persons or corporate bodies from any legal jurisdiction.
A minimum of 1 director, who may only be a physical person from any legal jurisdiction.
A shareholder can be the same person as a company director.
If you propose several founders, you need to determine the nominal value of the shares, number of shares owned by each founder in percentage. The number of shares in total should be equal to 100%. No decimal numbers allowed.
There is no statutory requirement for a Company Secretary to be appointed.
Information with regard to directors, founders and beneficiaries must be disclosed to the Registered Agent of the company.
Must have a proper registered office address in the UK.
When setting up a company in England, it is possible to issue a certificate of a tax resident given that the director is a resident of Great Britain.
Financial Statements must be submitted every year to the Companies House; relevant Partnership Tax Return – to the HMRC (Her Majesty Revenue & Customs).
The company registered in the UK is taxed on all its profits earned in the UK and abroad.
A limited Liability Company should be VAT registered.
UK companies are incorporated under the Companies Act 2006 - the main piece of legislation which governs company law in the UK.
The main document of the company is its articles of association. The company may refer to the model statute under Annex 1 to the Companies (Model Articles) Regulations 2008.
LLP (Limited Liability Partnership)
No start-up funding required.
No bearer shares.
An independent legal entity responsible for its own debts and liabilities.
Co-founders - two or more partners – can be physical or corporate bodies from any legal jurisdiction.
A minimum of 2 partners, who may be natural persons or corporate bodies from any legal jurisdiction.
Designated members perform duties in relation to compliance with the statutory obligations.
Liability is limited to the amount the members undertake to contribute to the assets of the company.
The partner performs day-to-day business activities on behalf of the manager.
There is no statutory requirement for a Company Director or a Secretary to be appointed.
Shared management of an LLP.
It is possible to appoint a managing partner from among the LLP members (as well as giving other members the authority/power to act on behalf of LLP subject to attorney’s approval).
Information with regard to founders and beneficiaries must be disclosed to the Registered Agent of the company (as of 2016).
An Annual Return must be submitted every 12 months after the date of registration.
LLP can carry on any commercial operations in the UK (trading goods or services, etc.).
If Members of the LLP are non-UK residents and the LLP does not derive any income within the UK, the LLP is exempt from UK corporate tax. However, individual members of the LLP are liable to income tax on their share of the profits of the LLP, as calculated for tax purposes.
If an LLP is a company registered in a tax-free zone (classic offshore), and the said LLP does not derive any income within the UK, the profits of such a partnership are taxed neither in the UK nor at a place of the company registration. In such case LLP is completely tax-free.
A Limited Liability Partnership should be VAT registered.
Financial Statements must be submitted every year to the Companies House; relevant Partnership Tax Return – to the HMRC (Her Majesty Revenue & Customs)
The main legislation that applies to limited liability partnerships is: Limited Liability Partnerships Act 2000 and Companies Act 2006.
LP (Limited Partnerships registered in England and Wales, Scotland):
LP – Limited Partnership registered in England and Wales, Scotland.
Scottish limited partnerships as a separate legal entity: unlike English limited partnerships, Scottish limited partnerships can have their own legal identity.
English LPs (unlike Scottish LPs) are not required to file information on their beneficiaries/partners with the Register of Enterprises (Companies House) of England and Wales.
When forming a limited partnership in either country you must have the minimum of two partners, a general partner and a limited partner.
As a rule, a general manager of administration oversees administrative functions.
LP, registered in England, is not seen as a single legal entity, but has a number of its features - its own name, registration number, address for official correspondence. Intended for entrepreneurial activity, LP can engage in business transactions and open bank accounts.
LPs are formed by signing a partnership agreement (fixed in the British Register)
LP can carry on any commercial operations in the UK (trading goods or services, etc.).
Information with regard to beneficiaries and owners of LPs cannot be disclosed (as opposed to LTD and LLP).
A general director (along with other members authorised by him) managers and acts on behalf of LP.
A General Partner is liable for all debts and obligations of the partnership. A limited partner’s liability is limited to the amount he/she contributed to the assets of the company.
UK law does not make it mandatory for an LP company to appoint a director or a secretary.
Tax transparency: the authority of the partnership as a separate legal entity doesn’t affect the tax returns as only respective partners are charged with tax while the partnership needs to pay nothing.
The founders (Partners) should pay taxes from the profits received by the LP company in their place of residence in proportions according to their share of interests belonging to them in the LP.
In England/Wales LPs are exempt from submitting annual financial reports (OR: are exempt from filing annual accounts).
If the Members of the LP are non-residents in the UK and the LP does not derive any income within the UK, the LP is exempt from UK corporate tax. Still a zero tax return form must be submitted.
Limited Partnerships that do not carry out any commercial operations in the UK, do not derive any income from UK sources, and are managed and controlled by members who are not UK residents, are not regarded as resident for tax purposes in the UK, and therefore are not entitled to take advantage of international Double Tax treaties concluded by the UK with other countries.
LP and each of its partners must submit their tax returns.
Limited partnership in England/Wales must have a proper registered office address in the country of incorporation.
Every English LP must keep appropriate accounting records, and prepare financial statements annually. However, there is no requirement to file an annual tax return with HMRC (Her Majesty Revenue & Customs) if the main partner of the LP is a non-UK company.
The main legislation that applies to limited partnerships is: Limited Partnerships Act 1907 and Partnership Act 1890.
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