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Company Formation Home Page >> New Company Incorporation >> Public Limited Company FormationUK PUBLIC COMPANY INCORPORATION SERVICE. PUBLIC COMPANY FORMATION IN THE UNITED KINGDOM How would you like to join a very exclusive financial club where the members represent. The members of this club are companies that have gone public. Why is this group made up of such a small percentage of corporations? Because completing an initial public offering is tough, expensive and complex. It can also be mysterious and confusing because it involves the disciplines of accounting, financial reporting and security law, and the average entrepreneur usually does not have expertise in these areas.
 Finding and Using Information: Why Incorporate a Public Company in England? | Incorporate a Public Company in America | Running a Public Company | What is a Public Company? | When Can a PLC Start Business? | Advantages of a Public Company |
When considering whether or not to go public, you should first ask yourself what your motivations and objectives are. If your reasons are to gain the glamour and prestige that comes along with a successful offering or to keep up with competitors within your industry that are going public, you should think twice. While going public is considered an acknowledgment of success, since typically only high-growth, hot companies can do it, this is not a decision to be entered into lightly - and you don't want to enter into it for the wrong reasons. Although it is tempting to want to share in the type of fortune and fame that comes along with a lucrative initial public offering, especially after the past several years of phenomenal offerings by technology and Internet companies, you have to consider what is best for your particular company.
Why Incorporate a Public Company in England?
There are many sound reasons for wanting to go public. For instance, equity capital obtained from an initial public offering is considered a permanent form of capital since there is no interest to be paid on the equity, and it is not repayable like debt. Therefore, funds generated by a public offering are considered a relatively "safe" form of capital for a business. Going public can also allow a company the freedom and flexibility to spend capital, as it needs to finance its growth and further development, providing a solid financial base on which to build. Equity capital from an initial public offering also allows a company to exploit its market opportunities while they are present - before competitors are able to seize them.
Public companies would have extra measures introduced for their formation. Certificates of trading would need to be sought as well as a certificate of incorporation. The certificate of trading would be needed before the public entity could start any kind of trade of financing activities. The obtain such a document certain key share capital requirements would have to be met relating to the minimum amounts both issued and paid for. We offer electronic public company formation and electronic filing of documents. We also offer nominee joint secretary and registered office facilities in addition to UK public company formations. We will form your new public company with your intended directors, company secretary, registered office and shareholders all in place and recorded at Companies House at the time of incorporation, although we can of course still use our nominees for incorporation purposes if you prefer. We complete all the minutes, statutory registers and official documents on your behalf, and ensure that all necessary forms and resolutions are correctly filed with the Registrar of Companies.
If you want to become familiar with the description and the contents of UK PLC formation packages, offered by Coddan CPM LTD and to find above, what kind of service is included in this or that PLC formations package, to get an idea about the price of annual renewal of the service, and about the general legal requirements to the public company incorporation, please, select the package you need from the list, situated below the banner.
The information in the banner will be renewed according to the package you've chosen. All of our Memorandum and Articles of Associations and Partnership Agreements were reviewed and approved by a volunteer U.K. lawyer. The basic document package we provide will not differ significantly from that available at a major corporate law office. If you have any questions please E-Mail or call us: Call FREE 0800 081 1510, Overseas Residents: +44 845 020 4269 or +44 20 7748 3039, Fax: +44 20 7681 3318.
You May Use This Form to Incorporate a New Public Company » E-Quick PLC Incorporation Package 
Incorporate a Public Company in America
Do you want to incorporate a public company in the USA? Are you looking to incorporate an American Public Company? Thinking about incorporating? Are thinking about incorporating in Delaware? Then come to the incorporate specialists at Coddan CPM LTD and find out how you can begin protecting your assets and saving money on taxes today.
Corporations have shareholders, officers and directors. One person can hold all positions in most states. A corporation is also required to hold annual shareholders and directors meetings. Personal and corporate funds should not be commingled in the same account. If corporate formalities are not followed (e.g.. the corporation is not treated like a separate person from the owners), many states allow the owners, officers or directors to be held liable debts of the corporation. Corporate formalities, while necessary, are typically quite simple. A corporation is properly formed when the required documents are filed with the Secretary of State. Click here to learn more.
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Please note » The prices payable for the items that you order are clearly set out in the web site. There will be no contract of any kind between you and us unless and until we receive payment from you. We act as your agent in the incorporation of public companies and electronic filing of Companies House forms. We are not able to guarantee that any such filing will be acceptable to Companies House, nor are there any contractual obligation upon us to do so. If Companies House rejects incorporation or other electronic filing, we will credit your account with a full refund and the contract between us will be made void. Companies House does not offer a cancellation facility for the incorporation of companies or the electronic filing of documents. We will be unable to cancel any such submission on your behalf and will not refund any payment you have made.
All prices shown at Coddan CPM LTD Web Site are in Great British pounds. Credit cards are the preferred method of payment; we accept VISA, MasterCard and Delta. We can accept payment in UK Pounds Sterling, US Dollars, Euros, Australian Dollars and Canadian Dollars. If you do not feel comfortable transmitting your credit card number and other information on the Internet, we suggest you place an order online, choose "Credit Card via Phone" as the payment method, and then phone in to give us your credit card number over the phone. We'll charge your credit card manually. Pre-payment with cashier's check or money order is accepted. We accept wire-transfer from anywhere. After you place your order, details about the wire-transfer process will be e-mailed to you on the second e-mail notification. If you missed that e-mail, please call our toll-free number that's given on the order confirmation.
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Dear visitors, while having a chat session with a customer, we are frequently requested to give a piece of advice on tax planning or business structuring. We would like to inform you that it is against our principles to provide online advice pertaining to these issues. The points that may be covered during a session include service description, package or service price, navigation at our website, ways of making an order, methods of payment etc. Yet, if you wish us to provide you with advice on tax or business structuring, you should be aware that this service is chargeable. If you have any questions please E-Mail or call us: Call FREE 0800 081 1510, Overseas Residents: +44 845 020 4269 or +44 20 7748 3039, Fax: +44 20 7681 3318.
Running a Public Company:
Floating your company on the stock market represents an important sea change for your business - with a whole new range of responsibilities. Once you've done it successfully, every action you make will be in the public arena, with a whole new group of people to keep happy, including shareholders, the financial markets, regulators and the financial press. In many ways, going public involves a permanent change in how you run your business. These changes will affect almost every aspect of how your business operates. As leader of your company, you and your management team now have to balance the needs of your business with the expectations of the financial markets. Obviously, you should be aware of these issues before you even embark on the flotation process. But you should also be aware that the commitment goes beyond the initial flotation: to really prosper on the public markets, you need to recognise that the changes involved are permanent, requiring a long-term commitment.
Your responsibilities. By becoming publicly quoted, you and your company have now taken on a whole range of new responsibilities that will have a profound affect on how you run your business:
It's more than likely that you now have a much larger number of external shareholders, to whom you and your fellow directors are accountable. You don't just need to keep them informed of developments within your company; you also need to maintain their support, by cultivating their views and seeking their involvement in the crucial planning and decision-making within your business.
The financial markets now govern the value of your company. Your share price can be easily discovered from the financial papers, or more directly from the markets themselves. This value will be determined by the market's view of your company's performance over time, as well as by general market conditions.
You now have responsibilities to the market as a whole, in terms of informing them of all news likely to have an impact on your company's share price, and explaining the key decisions and actions taken by the company and its senior office-holders.
At one level, you need to conform to the specific rules used by your market about informing market participants, for instance by posting results and price-sensitive news on the markets' electronic news systems.
At another level, you need to judge what extra information you wish to circulate, in terms of how this might affect your share price.
This could have a significant impact on your ability to raise more finance from the market at a future date.
Perhaps of greater significance than any of the above is the fact that all of these issues can be managed effectively.
To really prosper on the public markets, you need to attend to all of the above issues, making sure that all the key players influencing your company - your shareholders, your advisers, market intermediaries and the financial media - have the most positive view of your company and its future prospects. You do this effectively by ensuring a regular flow of timely and accurate information.
Reporting requirements. On a public market, you will have important responsibilities to provide information to the market. This will include:
Your financial reports, usually covering annual and mid-year results (on NASDAQ and EASDAQ you need to submit quarterly results); and
Notices of all news and information likely to affect your price - each market has specific rules governing this, which you will need to familiarise yourself with. There are also rules governing your own actions as a director of the company – including, in some cases, restrictions on whether (and how) you can sell your shares in the company, for instance within a specified period after your launch on the market.
Failure to comply with these regulations can have dire consequences for your company - and for you as a Director. This could have a big effect on your company's reputation in the market and could have a major impact on your share price.
INCORPORATE A PUBLIC COMPANY IN THE UNITED KINGDOM. WHAT IS A PUBLIC LIMITED COMPANY? Prior to the 1985 Companies Act, the only way that a company could offer its shares to the public to raise capital was by admission to one of the official stock markets. This was limited to a relatively small number of substantial companies and excluded the small to medium-sized enterprise in need of capital. The 1985 Act created the PLC and made the procedure to acquire public company status much simpler. British public limited company is a company which is registered as such and complies with the following:
It must state that it is a public limited company both in its memorandum and in its name. The memorandum must contain a clause stating that it is a public limited company and the name must end with 'Public Limited Company' or 'PLC' (or if it is a Welsh company, the Welsh equivalents 'Cwmni Cyfyngedig Cyhoeddus' or 'CCC'). The memorandum must be in the form specified. It must have an authorised share capital of at least £50,000. Before it can start business, it must have allotted shares to the value of at least £50,000.
A quarter of them, £12,500, must be paid up. Each allotted share must be paid up to at least one quarter of its nominal value together with the whole of any premium. For example, if a share with a nominal value of £1.00 is sold for £6.00, then it is said to have a premium of £5.00. This premium must be paid to the company, together with a minimum of a quarter of the nominal value of each share. That is £0.25p plus £5.00, making a total payment of £5.25. For UK and Scottish Public Limited Companies you must appoint a minimum of TWO directors (plus a Company Secretary).
PLC must have an issued share capital of not less than fifty thousand pounds of which a minimum of 25% must be fully paid up. Shares cannot be issued for an undertaking to do work or perform services; payment for shares may only be by 'cash' or a 'non cash' consideration. The latter method would normally be in respect of a property or other tangible asset and completed within 5 years of the allotment. A PLC is not obliged to float its shares or offer them for sale, and it can remain as private as the shareholders wish and as with private limited companies if the shares have been fully paid there is no shareholder liability.
A PLC enjoys increased status because of the larger capital base. English and Scottish PLC requires two shareholders and two directors one of whom may also be the company secretary. A company registered as a public company on its original incorporation cannot commence business or exercise its borrowing powers unless the Registrar has issued it with a certificate of entitlement to do business and borrow (the trading certificate) which normally takes approximately two weeks to process.
Compare Prices of Various Forms of Companies » Public Company Registration Packages & Costs
CAN A PLC ISSUE SHARES IN ANOTHER CURRENCY? Yes, if it has passed the necessary resolutions to adopt that currency as part of its authorised capital and given the directors the authority to allot that capital. However, it must always have at least the authorised minimum of £50,000 sterling in issued capital, irrespective of what other currency it uses. A company may use as many currencies as it wishes for its share capital provided that they are true currencies.
WHEN CAN A PLC START BUSINESS? 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. You can get this certificate from Companies House by completing Form 117. Once issued, the certificate is proof that the company is entitled to do business and borrow. We will normally post you the certificate, but we can fax a copy for collection at any Companies House office if you ask for this when you deliver Form 117 for registration.
ARE THERE ANY OTHER RESTRICTIONS ON A PLC? Yes. There are four main restrictions:
A PLC must have at least two members and at least two company directors. The secretary (or each joint secretary) must also be a person who appears to the directors to have the necessary knowledge and ability to fulfil the functions and who:
Held the office of secretary or assistant or deputy secretary on 22 December 1980; or for at least three of the five years before their appointment, held the office of secretary of a non-private company; or is a barrister, advocate or solicitor called or admitted in any part of the United Kingdom. Or is a person who, by virtue of his previous experience or membership of another body, appears to the directors to be capable of discharging the functions of secretary; or is a member of any of the following bodies: - the Institute of Chartered Accountants in England and Wales; the Institute of Chartered Accountants of Scotland; the Institute of Chartered Accountants in Ireland; the Institute of Chartered Secretaries and Administrators; the Chartered Association of Certified Accountants; the Chartered Institute of Management Accountants (formally known as the Institute of Cost and Management Accountants), or the Chartered Institute of Public Finance and Accountancy.
A PLC normally has only seven months after the end of its accounting reference period to deliver its accounts to the Registrar. A civil penalty will be incurred if it delivers accounts to Companies House after the statutory time allowed for filing. UK PLC cannot take advantage of many of the provisions and exceptions applying to private companies under the Act, such as audit exemptions for small private companies. A PLC cannot apply for voluntary strike-off under section 652A, Companies Act 1985.
WHAT THEN IS THE ADVANTAGE OF A PUBLIC COMPANY? A PLC has access to capital markets and can offer its shares for sale to the public through a recognised stock exchange. It can also issue advertisements offering any of its securities for sale to the public. In contrast, a private company may not offer to the public any shares in itself.
DO THESE RULES APPLY TO AN OVERSEA PLC? Most of the above rules do not apply to a public company formed abroad. On establishing a branch or place of business in Great Britain, such a company is governed by Part XXIII of the Companies Act 1985, just as any other overseas company is. However, besides Part XXIII of the Act, they are also governed by regulations in their country of incorporation, by certain parts of the Financial Services Act 1986, and by the City Code on Take-overs and Mergers.
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U.K. Limited companies
Public Limited Company Advantages
£ 141.00
Documents Notarised & Apostilled (2-3 weeks as it depends on Foreign office work load) £141.00.
Notarisation is a formality often required for documents which are to be used overseas, or for certifying document copies.
