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E-Quick Package |
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 £ 32.00 | No Annual Charges | | |
 This is our most popular package with UK residents, and includes:
 The registration of your company from scratch using your own registered office address, and appoint your own candidates to the roles of director, secretary (if needed), and shareholder;
The standard capital on formation is £1,000, this is divided into 1,000 ordinary shares valued at £1.00 each (it is not required to have all of the shares issued, but a minimum of one share must be issued);
The formation of a limited company usually takes as little as four to six hours from the time that your application and payment are received by Coddan;
The government fee for incorporation is included in the price of this package;
The following documents, which need to be printed and signed, will be emailed to you upon formation of your company: A certificate of incorporation (requires PDF file reader);
The memorandum & articles of association (requires MS-Word file reader);
The first meeting of the board of directors (requires MS-Word file reader);
Share certificates and a company register.
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Economy Package |
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| £ 82.00 | Annual Maintenance Fee £50.00 | | |
This is our most popular package with EU residents, and includes: The registration your company from scratch using one of our registered office addresses, and appoint your own candidates to the roles of director, secretary (if needed), and shareholder;
The standard capital on formation is £1,000, this is divided into 1,000 ordinary shares valued at £1.00 each (it is not required to have all of the shares issued, but a minimum of one share must be issued);
The formation of a limited company usually takes as little as four to six hours from the time that your application and payment are received by Coddan;
The government fee for incorporation is included in the price of this package;
 The provision of a registered office address for 12 months is also included in the price of this package (our registered office address service is charged annually);
The following documents, which need to be printed and signed, will be emailed to you upon formation of your company: A certificate of incorporation (requires PDF file reader);
The memorandum & articles of association (requires MS-Word file reader);
The first meeting of the board of directors (requires MS-Word file reader);
Share certificates and a company register.
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Premier Package |
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| £ 131.95 | Annual Maintenance Fee £99.95 | | |
This is another one very popular package for small and medium size businesses, such as those being run by a sole director from home, and for companies owned by overseas residents who still need a local registered office address but would rather not open local offices; This package is often chosen by such customers, who are looking to minimise a sole director personal liability (and who are not quite familiar with the new UK corporate legislation), because this package includes a provision of a nominee secretary for 12 months. This package is also includes: The registration your company from scratch using one of our registered office addresses, and appoint your own candidates to the roles of director, and shareholder;
The standard capital on formation is £1,000, this is divided into 1,000 ordinary shares valued at £1.00 each (it is not required to have all of the shares issued, but a minimum of one share must be issued);
The formation of a limited company usually takes as little as four to six hours from the time that your application and payment are received by Coddan;
The government fee for incorporation is included in the price of this package;
The provision of a registered office address for 12 months is included in the price of this package (our registered office address service is charged annually);
The provision of a nominee secretary for 12 months is also included in the price of this package (our nominee secretary service is charged annually); The following hard bound copy of corporate documents, will be posted to you upon formation of your company: A laminated copy of the certificate of incorporation of your company;
A hard bound copy of the memorandum and articles of association;
A hard bound copy of the minutes of the first meeting of directors;
Share certificates, and your company register.
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Deluxe Package |
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| £ 256.95 | Annual Maintenance Fee £379.95 | | |
The Deluxe business start-up package is our most popular package with international customers, and includes: Incorporation of your company from scratch using one of our registered office addresses, our nominee director and nominee secretary, we will appoint your own candidate(s) to the role of shareholder;
The standard capital on formation is £1,000, this is divided into 1,000 ordinary shares valued at £1.00 each (it is not required to have all of the shares issued, but a minimum of one share must be issued);
The formation of a limited company usually takes as little as four to six hours from the time that your application and payment are received by Coddan;
The government fee for incorporation is included in the price of this package;
The provision of a registered office address for 12 months is included in the price of this package (our registered office address service is charged annually);
The provision of a nominee secretary for 12 months is included in the price of this package (our nominee secretary service is charged annually);
The provision of a nominee director for 12 months is also included in the price of this package (our nominee director service is charged annually); The following two hard bound copies of corporate documents, will be posted to you upon formation of your company: A laminated copy of the certificate of incorporation of your company;
A hard bound copy of the memorandum and articles of association;
A hard bound copy of the minutes of the first meeting of directors;
Share certificates, and your company register;
The general power of attorney signed by a nominee director;
Pre-signed, undated resignation letter from a nominee director;
The agreement for the provision of nominee service and indemnification of nominee.
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| Business Start-Up: Legal Requirements | | |
A private company limited by shares in England and Wales must have at least one director, one shareholder, and may have a secretary.
You need at least one person to form this type of company. If there is only one director, and that director is a natural person in your company, that director can also act as the secretary.
A company must have at least one director who is a natural person. This requirement is met if the office of director is held by a natural person as a corporation sole or otherwise by virtue of an office.
You can register a sole director' company, if you are familiar with the secretaries duties and responsibilities, because all of them belongs to a sole director.
The directors and secretary of your company can also be shareholders.
The Companies Act imposes no restriction on the minimum age of company directors. However Companies House will actively discourage the appointment of anyone under the age of 16 from taking up a company directorship on the grounds that the individuals concerned may not fully understand the legal liabilities that go with the position and for the most part will not have the experience necessary to perform the duties of a company director.
Under the Companies Act 2006, there is no restriction on any or all of the members/shareholders being from an overseas country (i.e. outside the United Kingdom in terms of residency, domicile, citizenship, place of incorporation or all or any of those concepts).
There is no requirement for the officers of your company to be UK citizens or residents, nor for them to hold valid work permits.
Owning, or being an officer of a UK company does not, however, grant you any right to live or work in the UK if you are a foreign national.
Your company must have a registered office address within England or Wales; this is the official address of your company and will be on the public record as such.
Your company must hold its official company documents at its registered office address: its register of shareholders, and its constitutional documents.
So long as you maintain a registered office address in England or Wales, you can conduct your business from any place in the world: you do not have to run your business from your registered office address.
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(click here for other packages)
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Company Formation Home Page >> Companies Formations Guidance & FAQs >> FAQs: Oversea Companies |
- SET UP PLACE BUSINESS UNITED KINGDOM. ESTABLISH UK BRANCH, We are delighted to incorporate UK companies for residents overseas. You do not have to be a UK resident to register a company in the UK and company incorporation costs are lower than in many other countries. Learn more about our Overseas Resident Companies Package where we can provide a company secretary, a registered office and organise bank accounts and other facilities. There are special rules for overseas companies who set up a place of business in the United Kingdom. Does every branch or company need to inform Companies House? Provided a place of trading is set in the UK, that business has a duty to inform Companies House. A place of trading is defined as a place where the company could be contacted and usually conducts its trading activities from that place. If a company does not have a physical address in the UK then there is no requirement to register. Depending on whether is entity is classed as a branch or place of trading different registration requirements are needed. If you are seeking company formation services you may wish to enquire whether your proposed company formation agent or company formation system will be transferring an existing registered company (i.e. a shelf company) to you or forming a brand new company for you. If an existing company is being transferred to you, you will need to trust the company formation agent or other provider that the company hasn't traded before. If you want to become familiar with the description and the contents of British company formation packages, offered by Coddan and to find above, what kind of service is included in this or that UK companies formation package, to get an idea about the price of annual renewal of the service, and about the general legal requirements to the private company incorporation within UK, 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.
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 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 Web Site (www.usaformation.com) are in Great British pounds.
Live Help » Live Help is a real time "chat" feature which enables you to interact with a customer service representative without a phone call. Get answers to your questions while using our website. Clicking the "Live Help" button will start an on-line session with one of our representatives. Live Help is currently available during normal business hours. Outside of the above opening hours our business center will be closed. When you click on the button you will see an e-mail form that will allow you to send us a mail with your questions. Live Help is absolutely free! There are no hidden fees. We offer the service as a courtesy to our website visitors.
WHAT IS A PLACE OF BUSINESS? A place of business is a premise where there is a physical or visible indication that the company may be contacted there. An overseas company also has to register if it habitually conducts business from a particular location in Great Britain even if there is no physical sign of the company's connection with it.
WHAT COMPANIES DO NOT HAVE TO REGISTER? Registration is not required if there is no physical location in Great Britain. For example, an independent agent who conducts business on behalf of the company is not a place of business of an oversea company; neither is an occasional location such as a hotel where a director may conduct business during periodic visits to this country. Other types of commercial enterprises (for instance partnerships, limited partnerships, unincorporated bodies or government agencies) cannot register in Great Britain as an oversea company.
WHAT DIFFERENT REGIMES ARE THERE FOR REGISTRATION? There are two regimes for registration in Great Britain. These are: a branch; and a place of business.
A "branch" is part of an overseas limited company organised to conduct business through local representatives in Great Britain rather than referring it abroad. A "place of business" is for companies who cannot register as a branch because:
They are from within the UK (Northern Ireland or Gibraltar). They are not limited companies. Their activities in Great Britain are not sufficient to define it as a branch. Such activities might include internal computer processing, warehousing, or simply a representative office.
HOW DO I REGISTER A BRANCH? Within one month of establishing a branch in Great Britain you must deliver to the registrar of companies: Completed Form BR1. A certified copy of the company's constitutional documents (Charter, statute, operating agreement, etc.). A copy of the latest set of audited accounts required to be published by parent law; and the current registration fee.
Whether you are starting a new business, setting up a subsidiary or a trading company, creating a new company is an exciting exercise. We can guide you through the process of incorporation and registration, regardless of whether you require a plc, a private limited company, branch or a company for name protection purposes. We can ensure that your company is set up to meet the needs of both the shareholders and the company and that all potential requirements will be considered, for example those of lenders. To save you time and money in the future, we will ensure your new company is tailored to your exact requirements.
HOW DO I REGISTER A PLACE OF BUSINESS? Within one month of establishing a place of business in Great Britain you must deliver to the registrar of companies:
Completed Form 691. A certified copy of the company's constitutional documents (Charter, statute, operating agreement, etc.). The current registration fee.
WHAT ARE CERTIFIED COPIES OF DOCUMENTS? Constitutional documents and accounts must be in their original language but documents not in English must be accompanied by a certified translation into English. You should note that the certification of the constitution must be made in the country of incorporation. Details of the methods of certification are given in the notes to the forms. (Forms 691 and BR1).
AFTER REGISTRATION DO I NEED TO SEND OTHER DOCUMENTS TO COMPANIES HOUSE? You should notify Companies House on the prescribed form of any changes to the original information filed as and when it occurs. The forms required are:
For branch registrations: Form BR2 - Changes to the constitutional documents of an oversea company. Form BR3 - Changes to the company details, including the head office address, the parent law, the place of registration, and the issued share capital of the company. Form BR4 - Changes of director or secretary or of their particulars. Form BR5 - Change in details of the branch, including address and the nature of the business. Form BR6 - Change of person authorised to accept process of service or to represent the company in the business of the branch, or of their particulars. Form BR7 - Change of branch against which the constitutional documents and accounts of the company are registered. Form 225 - Change of accounting reference date of a company subject to filing accounts under section 700 of the Companies Act 1985.
For place of business registrations: Form 692 (1) (a) - Changes to the constitutional documents of an oversea company. Form 692 (1) (b) - Changes of the directors or secretary, or of their particulars. Form 692 (1) (c) - Changes of the person authorised to accept service of process on behalf of the oversea company, or of their particulars. Form 692 (2) - Change of corporate name of an oversea company. Form 225 - Change of the accounting reference date of an oversea company.
WHAT ARE THE REQUIREMENTS FOR NOTIFYING INSOLVENCY? If an oversea company with a branch in this country is being wound up outside Great Britain it must tell the Registrar of Companies by delivering whichever of the following forms are appropriate: Form 703P (1) - Notice of winding up of an overseas company. Form 703P (3) - Notice of the appointment of a liquidator. Form 703P (5) - Notice of the cessation of liquidation. Form 703Q (1) - Notice of insolvency proceedings. Form 703Q (2) - Notice of cessation of insolvency proceedings.
NB: An oversea company cannot be wound up voluntarily under the provisions of the Insolvency Act 1986 but can be compulsorily wound up under that Act.
WHEN MUST THE FORMS BE DELIVERED TO COMPANIES HOUSE? All forms listed in questions 1 and 2 must be delivered to Companies House within 21 days of the change or, in the case of a change affecting the company in its parent state, within 21 days after the date on which notice of the alteration could have been received by post in Great Britain (if despatched with due diligence).
WHAT FINANCIAL INFORMATION MUST BE SENT? Branches of oversea companies whose parent law requires the publication of accounts which have been audited must deliver a copy of those accounts (together with a certified translation if necessary) within three months of public disclosure. This applies to all companies from European Economic Area (EEA) member States even where a company is categorised as "small" and allowed to deliver modified accounts, even to the extent of them being unaudited.
All places of business and branches of oversea companies whose parent law does not require the publication of audited accounts must, within 13 months of a company's accounting reference date, deliver accounts to Companies House that comply with section 700 of the Companies Act 1985 (as amended by Statutory Instrument 1990 No. 440). Such accounts are known as "Section 700 Accounts" and must relate to the company and not solely of the place of business or branch.
WHAT INFORMATION SHOULD 'SECTION 700 ACCOUNTS' CONTAIN? A company subject to section 700 of the Companies Act 1985 is required to prepare accounts consisting of, as a minimum, a balance sheet and profit and loss account, with a minimum of notes. No directors' or auditors' report is required, neither are details of directors' emoluments or pension contributions.
WHAT IS AN ACCOUNTING REFERENCE DATE, AND HOW IS IT FIXED? The accounting reference date of a company is the date in each year to which the accounts are to be made up. For a new registration of a place of business or branch subject to "Section 700 Accounts" (see questions 5 and 6) the accounting reference date is set with reference to the date of its establishment in Great Britain.
For companies established on or after 1 April 1996, the accounting reference date is initially set as the last day in the month in which the first anniversary of the date of establishment occurs. Slightly different rules apply to companies established before 1 April 1996. Accounting reference dates can be changed.
WHAT PERIOD SHOULD 'SECTION 700 ACCOUNTS' COVER? The first accounting reference period of an oversea company must run from the date of its establishment in the UK and not the first day of trading if this is different. The first accounting reference period ends on the first occurrence of the accounting reference date. However accounts may be made up to a date within seven days either side of that date if this is more convenient. Subsequent accounting reference periods run from the day after the end of the previous accounting reference period until the next anniversary of the accounting reference date or to a date within seven days of it.
ARE THERE SPECIAL ACCOUNTING RULES FOR CREDIT AND FINANCIAL INSTITUTIONS? Although the rules that govern the filing requirements for credit and financial institutions derive from different law, in practice the requirements are similar to those for oversea companies. Only in some very rare circumstances will company accounting disclosure requirements be different under the Bank Branches Directive.
Certain credit institutions may not be companies and cannot therefore register a branch in Great Britain under British company law. However, branches of such institutions must still deliver copies of their accounts to Companies House.
An institution which is required by its parent law to prepare, but not register, audited accounts, need not deliver copies of its accounts to Companies House provided that: they are made available for inspection at each branch in Great Britain; and copies are available on request at a cost not exceeding the cost of supplying them.
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Guidance & FAQs
FAQs: Oversea Companies
+ (1) 877.557.5939 
+34 900.101.364 
