Formation
There are effectively two approaches to the formation of a company, and these are incorporation and purchase of a shelf company.
This involves submitting the relevant forms to Companies House, setting out the proposed name of the company, the proposed registered office, the first directors and secretary of the company, as well as the first shareholders of the company.
Along with the forms a Memorandum of Articles of Association must also be submitted to Companies House (see company constitution for more details on this). The appropriate incorporation fee will be payable to Companies House.
The advantage of incorporating the company is that you have precisely the constitution you want from the start, as well as the directors and secretary you want.
Shelf companies are companies that have already been incorporated by formation agents with a standard constitution and the formation agents acting as director and secretary.
The appropriate minutes will then have to be drafted and filings made at Companies House in order to remove the formation company as the shareholder and the director and secretary and to replace them with you and your business colleagues.
The advantage of a shelf company is that in time critical situations they are available immediately. The downside is that the standard product is rarely suitable for any particular situation and as such the company's constitution will often need amending. By the time the amendments have been made, the costs of the shelf company will usually be similar to those of a bespoke incorporation.
Incorporation
This involves submitting the relevant forms to Companies House, setting out the proposed name of the company, the proposed registered office, the first directors and secretary of the company, as well as the first shareholders of the company.
Along with the forms a Memorandum of Articles of Association must also be submitted to Companies House (see company constitution for more details on this). The appropriate incorporation fee will be payable to Companies House.
The advantage of incorporating the company is that you have precisely the constitution you want from the start, as well as the directors and secretary you want.
Shelf companies
Shelf companies are companies that have already been incorporated by formation agents with a standard constitution and the formation agents acting as director and secretary.
The appropriate minutes will then have to be drafted and filings made at Companies House in order to remove the formation company as the shareholder and the director and secretary and to replace them with you and your business colleagues.
The advantage of a shelf company is that in time critical situations they are available immediately. The downside is that the standard product is rarely suitable for any particular situation and as such the company's constitution will often need amending. By the time the amendments have been made, the costs of the shelf company will usually be similar to those of a bespoke incorporation.
