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FREQUENTLY ASKED QUESTIONS - ABOUT THIS WEB SITE

FREQUENTLY ASKED QUESTIONS - ABOUT COMPANY FORMATION GENERALLY

FREQUENTLY ASKED QUESTIONS - ABOUT THIS WEB SITE

What will it cost?

UKcorporator offers a premium service with expert telephone and email support - for this service we charge a total of only £69.95.

Many competitors claim to offer lower prices (e.g. ‘bronze package’ etc.) but if you read the fine print they often don’t supply all of the legally required documents or else insist on tying you into other products like ongoing business services etc. Also, many of our competitors provide minimal or no telephone support - so if you strike an unexpected problem you will be ‘on your own’. But with UKcorporator, we will definitely help you out wherever we possibly can!

UKcorporator offers you a 100% online experience - no need to send or receive anything by mail or have any documents specially witnessed by a solicitor or Justice of the Peace etc. And you can get started immediately (24 x 7 x 365) and have documents in your hands in 20 minutes or less from now.

We believe this is outstanding value given the ease of use of our system, our great phone and email support and the reliability of our service - operating this website since 2003!


How long will it take?
Depending on various factors, it may take you between 5 minutes and, say, 20 minutes to answer all UKcorporator's questions. Then after you have paid via the secure RBSWorldPay facility, you will be presented with a webpage where you can download (and/or receive immediately by email) the Adobe PDF documents required for your new company (e.g. Memorandum of Association, Register of Members, Register of Directors, Share Certificate(s) etc.). Also, once you have paid, UKcorporator will automatically proceed to lodge the incorporation application on your behalf electronically and will email you the Certificate of Incorporation subsequently issued by Companies House (usually within 1 business day).


What will be involved?

You will step through a simple question and answer process on the UKcorporator website after which you will pay by credit card. You will then be given the option of receiving the documents (i.e. a filled-in set of Adobe PDF documents (approx 30 pages) via a direct download or as an attachment to an email (or both). These documents include a copy of the company’s memorandum of association as well as various registers and other documents as required by law for a new company.

When you receive the documents, you should sign two of them as referred to in more detail below, however, there is no need for you to send or lodge them anywhere - UKcorporator lodges the memorandum and articles of association on your behalf electronically. When doing that, UKcorporator passes on the ‘authentication data’ (i.e. three characters from each of eye colour, telephone number, and town of birth) to the UK government agency which administers company incorporations (Companies House) so as to verify the identity of the directors and members/shareholders - this operates in lieu of the directors and members/shareholders providing a signature in each case.

After you have paid for and received the initial filled-in Adobe PDF documents, UKcorporator will lodge your incorporation application electronically with Companies House. Companies House subsequently returns the certificate of incorporation for your new company to us and we email it on to you. This process normally takes only one (1) business day in total.


How are memorandum and articles of association dealt with when you use UKcorporator?

When you receive the initial Adobe PDF documents from UKcorporator, the members/shareholders should immediately print-out and sign and date the memorandum of association.

The memorandum of association is a formal one-page document which simply confirms that the member(s)/shareholder(s) (called ‘subscriber(s)’ in the document) wish to form a company under the Companies Act 2006 and agree to become a member of the company and to take at least one share.

The articles of association is a much longer document (approximately 30 pages long) which deals mainly with the internal management issues - e.g. directors’ meetings, members’ meetings, minutes of meetings, voting at meetings , appointment of directors, shares and distributions, dividends etc. UKcorporator uses the ‘model articles of association for a private company limited by shares’. This is a modern document which legislation has allowed to be adopted by persons forming companies since 1 October 2009. A copy of this document can be viewed and printed out here. (In order to keep the file size of the delivered documents fairly small, the articles of association are not included in those documents but rather may be separately downloaded as just mentioned.)

UKcorporator recommends that the members/shareholders sign and date a copy of the ‘model articles of association for a private company limited by shares’ immediately and keep it with the company’s records. One important reason for signing this document is to reduce the scope for later argument between the members as to what the agreed articles of association were for the new company. This consideration is perhaps not so important for a one-member/shareholder company, but is still nevertheless good practice. It is a good idea to write something like the following at the bottom of the last page and then sign and date below it: ‘This is a copy of the articles of association agreed to by the member(s)/shareholder(s) of [name of company in full] on its incorporation’.


Do I have to pre-register or give out my email address in order to 'test-drive' UKcorporator?
NO!
You may use UKcorporator right up to the point of payment and document generation (which comes at the end after you have completed the automated interview process) without having to submit your email address. However, if you wish to make payment and generate documents, UKcorporator will ask for your email address. Also, if you wish to save your inputs for your possible future use, you will be asked to supply an email address as your username. In any event, UKcorporator will keep your email address details confidential - in this regard see the FAQ entitled 'Privacy & Confidentiality'.


Some additional advantages of using UKcorporator
  • No meetings or conferences - you won't have to make an appointment, meet with, confer with, or communicate with a shelf company provider, solicitor or accountant; you simply interact with the UKcorporator computer program.

  • No to-ing and fro-ing - you won't need to send any documents or other items to or from a shelf company provider, solicitor or accountant, for signing or other purposes.

  • Available anytime - you can initiate the formation of your company out of business hours, 24 hours a day, 7 days a week.

  • Save money - UKcorporator's fee, especially if you take advantage of the special HSBC bank account opening offer, is less than the fee charged by the vast majority of other UK company formation agents. However, if cost is particularly important to you, UKcorporator recommends that you make your own independent inquiries.

  • You get a 'clean' company - you form your own company from scratch. You won't be buying a pre-existing company 'off the shelf'. In this way you can be absolutely sure that your new company has no previous trading history for which you/your company/your client might become liable.

  • Mistake free - It is almost impossible to make a procedural mistake. UKcorporator will 'pull you up' if you do. For example, in the case of a single director company, if you try to enter the details of the proposed company director and you stipulate a company as the proposed director, UKcorporator will give you a message telling you that this is not legally permissible. (This is because section 155(1) of the Companies Act 2006 provides that a company must have at least one director who is a natural person.)

  • Always up to date - UKcorporator is constantly monitored and updated in order to ensure that it takes into account any relevant changes to the Companies Act 2006.


Is UKcorporator hard to use?
No. Any literate adult should have no trouble using UKcorporator.

UKcorporator guides you carefully through the procedure. Only one step is taken at a time. Each step generally takes the form of a single question with some optional answers which you click to select. Further optional guidance is available for all but the most basic of steps.


What sort of information do I need to have at my fingertips?
Strictly, none.

UKcorporator will ask you, as you go along, for the relevant information. Also, you can spend as long as you like in the UKcorporator site at no extra charge from UKcorporator.

However, you may want to minimise your time on the UKcorporator site because, for example, your internet service provider uses time-based charging. Or maybe you just want to get on with things. If so, you may first want to gather the following basic and essential information -
  • For each proposed director, their full name, former name (if any) residential address, service address, date and place of birth (a private company may have a single director).

  • For each proposed member/shareholder, their name, address and the number of shares they will own in the proposed company (a private company may have a single member/shareholder).

  • The address of the proposed registered office of the company (an address in England, Scotland, Northern Ireland or Wales where documents may be officially served on the company - this may be the company's principal place of business but it need not be).

But don't worry if you're not yet sure of things like 'Who should be the directors?' or 'What does a company secretary do?' As you go through the UKcorporator site you'll have the opportunity of receiving guidance about such matters.

Also, it may assist you to know that UKcorporator has a 'save inputs' feature which enables you to save your inputs for future use. So if you encounter a question which you do not immediately know the answer to, you may come back to this site later and return to the question without having lost your previous inputs to earlier questions. (You will be offered the 'save inputs' function soon after you start the UKcorporator interview process.)


Who wrote UKcorporator?
UKcorporator was written and tested by our legal team at UKcorporator headed by Neal Macrossan B Econ, LLB (Hons). Neal is a Solicitor (non-practising) of the Supreme Court of Judicature of England and Wales and the Supreme Court of Queensland. Neal has extensive private practice experience and spent approximately four years working in the City of London for the investor compensation subsidiary of the Securities and Investments Board (otherwise known as 'SIB' - the then chief regulatory body of the UK financial markets). Since ceasing private practice Neal has worked, and continues to work, on and for UKcorporator.

Extensive contributions were made by Simon Hart a solicitor (currently non-practising) admitted to practice in Queensland with over 15 years experience in private legal practice, including more than five years as a partner of the Australian national law firm of Dunhill Madden Butler, now Deacons. Since ceasing private practice Simon has also worked, and continues to work, on and for UKcorporator.

The site is the product of many thousands of hours of logical analysis and construction, writing, programming, reviewing and testing, including extensive confidential testing and feedback provided by a range of external test users.


What will be involved in using UKcorporator?
UKcorporator will simply ask you questions, one at a time, which you will mostly answer by pointing and clicking. Sometimes you will type in the answers (for example when the question asks for the names and addresses of the proposed directors).

Optional guidance is available for all but the most basic of questions.

When you have finished answering all of UKcorporator's questions you will print out, on your own printer, all the necessary documents (e.g. Memorandum of Association, Register of Members, Register of Directors, Share Certificate/s etc.) which UKcorporator will have prepared and sent to you within only a few minutes of your making payment to UKcorporator. These documents will have been tailored according to your answers to UKcorporator's questions. UKcorporator will automatically proceed to lodge the incorporation application on your behalf electronically and will email you the Certificate of Incorporation subsequently issued by Companies House (usually within 1 business day).


How will my payment over the internet be safeguarded?
By using RBSWorldPay one of the world's leading (and most trusted) online payment system providers. The WorldPay system uses SSL encryption which is specifically designed to safeguard customer payments over the internet. SSL is a system developed by Netscape for transmitting private information via the Internet. It uses encryption technology, developed by RSA Security, to scramble a message so that only the recipient can unscramble it. Credit card numbers are transmitted in encrypted form and are not disclosed to, or stored by UKcorporator.


Privacy & Confidentiality
Except in the two circumstances outlined below, UKcorporator promises not to make unauthorised disclosure to outsiders (i.e. for example, parties other than directors and officers of UKcorporator, its web Developers, its payment system providers and its hosting or security providers) of any information transmissions it receives from users including, but without limitation, the email address of a user, the telephone number of a user or any details of a proposed company being formed such as names and addresses of proposed company officers or members, proposed shareholding details etc.

The two exceptional circumstances are, first, a sale of the entire website, and secondly, legal compulsion (for example, a Court Order).


Refund policy
If you use UKcorporator and it transpires that your proposed company is not suitable for electronic lodgment (for reasons not related to the choice of company name) you will be given a refund of the fee you paid. Simply apply for a refund, setting out the relevant details and e-mail it to .


Will UKcorporator look after the ongoing management and regulatory requirements of my company?
No. UKcorporator prepares all the initial documents and registers required under the Companies Act prior to, and on registration of, your company. However, UKcorporator does not look after the ongoing legal requirements of your new company. These will be your / the director(s)' / company secretary(s)' responsibility. UKcorporator does, however, highlight the basic ongoing regulatory requirements and offers links to some useful and relevant sources of information.

If help is needed with post-incorporation aspects, a professional advisor such as a solicitor or an accountant should be consulted.


Might I accidentally form a company using UKcorporator before I am ready to do so?
No. UKcorporator will only proceed to lodge an incorporation application electronically if a customer has completed and paid for the electronic lodgment option.


I'm a solicitor and I already know how to incorporate a company. Why might I still want to use UKcorporator?
You might find it more efficient and cost-effective to use UKcorporator. For example, unless you are confident that you have up-to-date precedent documents on your PC, you may have to construct the required memorandum of association, registers and forms etc. from scratch. You might therefore prefer to take advantage of UKcorporator's automated production of those documents for you - which you can print out in your own office.

Alternatively, it may be some time since you last incorporated a company.

You may therefore not want to spend the time necessary to be certain about matters such as whether you're using correct and up-to-date forms and know the appropriate lodgment fees. You may also not want to spend your own time researching and updating your knowledge of any recent changes to the Companies Act. You may consider it preferable to rely on UKcorporator to take account of any such changes for you. You might appreciate having sections of the Companies Act specifically relevant to each step of the incorporation process cited.

Or maybe you decided long ago that the fees you could charge for this type of work were simply not worth the effort. You may have relinquished this work to company formation agents. However with UKcorporator you could have your legal assistant do the substantive work - UKcorporator will take your assistant through everything step by step without any instruction from you. (UKcorporator imagines that you would then want to peruse the final product to fulfil your professional responsibilities.) And your client may appreciate not having this aspect of the client's work farmed off and may appreciate the speed at which the documents can be prepared.

Also, you might find UKcorporator convenient in that it effectively provides a checklist of all the information you need from a client to form a company. If you use UKcorporator while you are gathering instructions from your client you will never have to make embarrassing additional calls back to your client asking things like 'What is so and so's date of birth?'

Finally, you can use UKcorporator's 'own branding' option. This enables you to elect to have your own firm's name appear at the foot of the documents in lieu of the UKcorporator name.


I could work out myself how to form a company. Why might I still want to use UKcorporator?UKcorporator is confident that even if you already know how to incorporate a company you will still find it more efficient and cost-effective to use UKcorporator. For example, unless you have precedent documents on your PC, you may have to construct the required memorandum of association, registers and forms etc. from scratch. And even if you do have precedent documents on your PC you may not be confident that they have been updated in order to take account of any relevant changes in the law. You might therefore prefer to allow UKcorporator to complete all those documents for you rather than merging the information yourself.

Alternatively, it may be some time since you last incorporated a company.

You may therefore not want to spend the time necessary to be certain about matters such as whether you're using correct and up-to-date forms and know the appropriate lodgment fees. You may also not want to spend your own time researching and updating your knowledge of any recent changes to the Companies Act. You may consider it preferable to rely on UKcorporator to take account of any such changes for you.


Will the signature of a Justice of the Peace (or other specially qualified person) be required as a witness to any of the documents generated by UKcorporator?
No. To explain further, as a result of amendments to the law effective as from 1 October 2009 (as part of the final implementation of the Companies Act 2006) no such signature is required. Furthermore, as UKcorporator will use the Companies House electronic filing system, no signatures at all need to be provided to achieve registration of the company. (Nevertheless, as you will see when you use UKcorporator, clear guidance is given recommending that certain of the documents held by the new company be signed for the company’s internal purposes.)


Minimum recommended system requirements?

Computer/Processor:
486DX/66MHz or higher processor with 32MB of physical RAM

Operating System:
Windows 95, Windows 98, Windows 2000/XP or Windows NT4.0 with Service Pack 3 or later or Macintosh OS 9 or OS X or later.

Hard Drive Space:
55MB

Screen Resolution:
This site is optimised for 800x600 screen resolution.
To check, right click on your desktop, click 'properties' then select 'settings' tab.

Also, you need all of the following -

  • Mouse or pointing device.
  • Modem (56kbps or higher).
  • Browser - preferably Microsoft Internet Explorer (version 4 or higher); otherwise Netscape (version 4 or higher).
  • Adobe Acrobat Reader - version 5 or higher.
  • Printer (loaded with white A4 paper and set to print in 'portrait' format).

Also, you are required to have JavaScript enabled.


Email support
UKcorporator's primary method of support is via email. The email address is . UKcorporator will always respond to your email as soon as possible, but in any event within one business day.


Telephone support - speak to human beings who know what they are talking about!
UKcorporator also offers a free telephone support service via a freecall* '0800' number. This telephone support is available on weekdays (i.e. Mon. to Fri.) from midnight to 5pm and on weekends and public holidays from 7am until 12 midday (day shift) and from midnight to 7am (night shift). The freecall* telephone number is 0800 028 4146.

* The call is entirely free if made from a normal landline. However, if you are making your call from - for example - a mobile phone, then charges may apply.

FREQUENTLY ASKED QUESTIONS - ABOUT COMPANY FORMATION GENERALLY

What is a company and why may I want one?
The law recognizes a company as a legal entity in its own right, separate from its members/shareholders and its directors. It is a 'legal fiction' as it has no physical existence and can only act through its directors and other officers, employees and agents. A company normally has a perpetual life-span (subject to being wound up or de-registered), the ability to own property and the capacity to sue and be sued. Most companies are formed with 'limited liability'. This means that the liability of the members/shareholders is limited to the amount (if any) remaining unpaid on any shares allotted to them - beyond that amount, creditors of the company generally have no access to assets of the members/shareholders. (So, for example, the members/shareholders may only hold one £1 share each. If this share has not been paid for, the maximum liability of each member is £1.) Likewise, the directors of a limited liability company are generally not liable for the debts of the company (except in unusual cases, such as where the directors knowingly or recklessly allow the company to trade whilst insolvent).

The aspect of limited liability is still one of the main reasons why people form companies. Other reasons include possible taxation advantages, status, property holding, and facilitation of external finance.


Who can be a company director?
Naturally, this question relates only to companies formed in England, Wales, Scotland or Northern Ireland. Generally, any person or company of any nationality anywhere in the world, can be appointed as a director. Some exceptions to this are:
  • persons disqualified by Court order,
  • undischarged bankrupts, and
  • persons who are a foreign nationals subject to restrictions imposed by the UK Government.
Comprehensive guidance on this issue is provided within this website at the appropriate stage.


Can I form a company with just one person owning and directing it?
Yes. The vast majority of companies formed are private companies (as opposed to public companies). A private company, whether limited by shares (the most common type) or by guarantee, may if desired, have only one director who may also be the company's sole member/shareholder.


What is the difference between a private company and a public company?
A private company is by far the most popular (and generally the most suitable) type of company for a small business, or private investment entity which proposes to trade as a company. For further information about this distinction click here. And for more general information on company structure, click: company structure.


Is it necessary to have a company seal?
No. Click here for further information.


Will the company need to register for VAT?
The company may need to register for VAT - it will depend on the value of its taxable supplies. More information is available via the website of HM Revenue & Customs.


Do you have any company registration sites for other countries?
Yes. See company registration Australia for Australian company registration.


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