UK Company Formation FAQ: 20 Most Asked Questions 2026

This FAQ answers the 20 questions Scrib🐮 hears most often from founders forming a UK private company limited by shares in 2026. All answers reference Companies Act 2006 sections, official gov.uk guidance, and the Economic Crime and Corporate Transparency Act 2023 (ECCTA) reforms now in force.

1. Do I need to live in the UK to form a UK company?

No. Companies Act 2006 has no nationality or residency requirement. Under section 7(1) a company can be formed by any natural person aged 16 or over (section 157), resident anywhere in the world, or by a corporate body. The company itself must have a UK registered office (section 86), but the directors and shareholders can be anywhere.

2. What is the minimum share capital for a UK Ltd?

There is no statutory minimum for a private limited company. A single £1 share — or even a single £0.01 share — is enough. The statement of capital under section 10 must specify the total nominal value and amount paid up. Public limited companies (plc) require minimum £50,000 nominal capital, with at least 25% paid up (section 763); this does not apply to Ltd.

3. How long does incorporation take?

Same day to 24 hours for the standard digital service. The Web Filing service typically returns the Certificate of Incorporation within hours during working time. A premium same-day service (£150 from 1 February 2026) guarantees a certificate the same working day if submitted before 3:00 pm. Paper filings take 8–10 days.

4. How much does it cost to form a UK company?

From 1 February 2026: £100 digital filing fee (or £150 paper / £100 software). Same-day digital service: £150. Other costs (registered office service, accountancy, banking) are separate. See https://www.gov.uk/government/news/companies-house-fees-are-changing-from-1-february-2026.

5. Can I use my home address as the registered office?

Yes, provided you can demonstrate that mail addressed to the company would, in the ordinary course, come to the attention of someone acting on its behalf. Under section 86 (as amended by ECCTA 2023), the address must be an “appropriate address”. Your home address becomes publicly displayed on the Companies House register, which is the practical concern most founders weigh.

6. Are PO Boxes allowed as the registered office?

No. Since 4 March 2024, PO Boxes have been prohibited as registered office addresses under the ECCTA 2023 amendments to section 86. The address must be a physical address where post can be physically received and acknowledged.

7. Can I have just one director?

Yes. Under section 154, every company must have at least one director. There is no requirement for two or more directors for a private company. At least one director must be a natural person (section 155) aged 16 or over (section 157).

8. Do I need a company secretary?

No. Under section 270, a private company is not required to have a company secretary. Many small companies do not appoint one. A public company (plc) must have a secretary qualified under section 273.

9. What is the difference between memorandum and articles of association?

The memorandum (section 8) is a one-page subscriber declaration confirming the wish to form the company. Since 1 October 2009 it is largely a formality. The articles (sections 17–38) are the company’s internal rulebook, regulating directors, shares, meetings, and dividends. Articles bind the company and members as a contract under section 33.

10. What are the Model Articles?

The default articles prescribed by the Companies (Model Articles) Regulations 2008 (SI 2008/3229), available at https://www.legislation.gov.uk/uksi/2008/3229/contents/made. If you do not file your own articles, the Model Articles apply automatically (section 20). Schedule 1 contains 53 articles covering directors, shares, meetings, dividends, and communications.

11. Who is a Person with Significant Control (PSC)?

A natural person who meets one of five conditions in Schedule 1A to the Companies Act 2006: more than 25% of shares; more than 25% of voting rights; right to appoint or remove a majority of the board; significant influence or control; or equivalent control through a trust or firm. PSCs must be entered on the company’s PSC register and notified to Companies House under section 9(4)(d) at incorporation.

12. Do I need identity verification?

Yes, under the Economic Crime and Corporate Transparency Act 2023. All directors, all PSCs, and anyone filing on behalf of a company must complete identity verification through GOV.UK One Login or via an Authorised Corporate Service Provider (ACSP). Verification is being phased in through 2026. Guidance: https://www.gov.uk/guidance/identity-verification-at-companies-house.

13. Can a non-UK person complete identity verification?

Yes. GOV.UK One Login accepts non-UK passports through its digital verification flow. Non-residents can complete the process from overseas. If the digital flow fails (e.g. facial-match technology issues), an ACSP-based verification is the alternative.

14. What is the first confirmation statement deadline?

The first confirmation statement is due 12 months and 14 days after incorporation. Under section 853A, the company must deliver a confirmation statement at least once every 12 months, within 14 days of the confirmation date. The digital filing fee is £50 from 1 February 2026.

15. When do my first annual accounts need to be filed?

Under section 442, the first set of annual accounts is due 21 months after incorporation. After that, annual accounts are due 9 months after the accounting reference date. Late filing triggers automatic civil penalties under section 451 (£150 to £1,500 for a private company depending on lateness).

16. When do I need to register for Corporation Tax?

Within 3 months of becoming “active” (usually starting to trade). Companies House notifies HMRC of incorporation, and HMRC issues a Unique Taxpayer Reference (UTR). The company must register for Corporation Tax via the Government Gateway. Guidance: https://www.gov.uk/limited-company-formation/set-up-your-company-for-corporation-tax.

17. When do I need to register for VAT?

When taxable turnover exceeds the VAT registration threshold (£90,000 from April 2024 — check current threshold). Voluntary registration below the threshold is permitted and may be advantageous for B2B businesses. Guidance: https://www.gov.uk/vat-registration.

18. Can a company name be too similar to an existing one?

Yes. Under section 66, names that are “the same as” an existing name are prohibited. Under section 67, even if registered, Companies House may direct a change of name within 12 months on grounds of similarity. Always run the availability check at https://find-and-update.company-information.service.gov.uk/company-name-availability. Sensitive words (under section 54 and the 2014 Regulations) require approval before use.

19. What happens if I miss a Companies House filing deadline?

Two consequences: (a) potential criminal offence under various sections (section 853L for confirmation statement; section 451 for accounts); (b) strike-off proceedings under sections 1000–1002. A struck-off company ceases to exist; its assets pass to the Crown as bona vacantia. Restoration is possible under section 1024 (administrative) or section 1029 (court) but is expensive and uncertain. See https://www.gov.uk/restore-dissolved-company.

20. Can MmowW Scrib🐮 file my company at Companies House for me?

No. Scrib🐮 is a document preparation service, not a filing agent or Authorised Corporate Service Provider. We prepare the IN01-equivalent data and supporting documents to a government-compliant standard; you file in your own name through Companies House Web Filing using your own GOV.UK One Login. This is a deliberate compliance posture: MmowW provides legal information through document preparation, operated by a licensed Gyoseishoshi (行政書士) office in Japan, not legal advice or representation by UK solicitors.

Bonus — Three Things Most People Miss

A. The registered email address requirement. Since 4 March 2024 every company must hold a registered email address (section 88A, inserted by ECCTA 2023). The email is for receiving notices from the registrar. It must be monitored.

B. The “lawful purpose” statement. Under section 9(2)(d) (as amended by ECCTA 2023), every incorporation application must include a statement that the company is being formed for lawful purposes. Tick the box honestly; false statements are an offence under section 1112.

C. Share certificates within 2 months. Under section 769, the company must issue share certificates to subscribers within 2 months of allotment. This is a small administrative task often overlooked in the rush after incorporation.

Conclusion

UK company formation is technically simple — one form, one fee, one day — but procedurally exact. The most common rejections at the Companies House stage are name same-as conflicts, sensitive-word violations, PSC errors, and registered-office issues. Get those four right, file with the IN01 (or Web Filing equivalent), and the certificate is almost always back within 24 hours.

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Disclaimer

This article provides legal information, not legal advice. MmowW Scrib🐮 is a document preparation service operated by a licensed Gyoseishoshi (行政書士) office in Japan. We are not solicitors, barristers, or attorneys.

Sources

1. Companies Act 2006: https://www.legislation.gov.uk/ukpga/2006/46/contents
2. Set up a private limited company: https://www.gov.uk/limited-company-formation
3. Companies House fees from 1 February 2026: https://www.gov.uk/government/news/companies-house-fees-are-changing-from-1-february-2026
4. Identity verification at Companies House: https://www.gov.uk/guidance/identity-verification-at-companies-house
5. Set up your company for Corporation Tax: https://www.gov.uk/limited-company-formation/set-up-your-company-for-corporation-tax