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To set up a private limited company you need to register with Companies House. This is known as 'incorporation'.

You'll need:

• a suitable company name
• an address for the company
• at least one director
• details of the company's shares - you need at least one shareholder
• to check what your SIC code is - this identifies what your company does

You'll also need:

• shareholders to agree to create the company and the written rules (known as 'memorandum and articles of association')
• details of people with significant control over your company, for example anyone with more than 25 per cent shares or voting rights
   

You must choose a name for your business if you're setting up a private limited company.

There are different rules for business partnerships and sole traders - see naming your partnership and naming your business as a sole trader. 

Your name can't be the same as another registered company's name. If your name is too similar to another company's name you may have to change it if someone makes a complaint.

Your name must usually end in either 'Limited' or 'Ltd'.

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'Same as' company names

'Same as' names includes those where the only difference to an existing name is:

• certain punctuation
• certain special characters, for example the 'plus' sign
• a word or character that's similar in appearance or meaning to another from the existing name
• a word or character used commonly in UK company names

For example, 'Hands UK Ltd' and 'Hand's Ltd' are the same as 'Hands Ltd'.

You can only register a 'same as' name if:

• your company is part of the same group as the company or Limited Liability Partnership (LLP) with the existing name
• you have written confirmation that the company or LLP has no objection to your new name

GOV.UK provides further guidance on . 

'Too like' company names

You may have to change your name if someone complains and Companies House agrees it's 'too like' a name registered before yours.

For example, 'Easy Electrics For You Ltd' is the same as 'EZ Electrix 4U Ltd'

Companies House will contact you if they think your name is too like another - and tell you what to do.

Other rules for company names

Your company name can't be offensive.

Your name also can't contain a 'sensitive' word or expression, or suggest a connection with government or local authorities, unless you get permission.

For example, to use 'Accredited' in your company's name, you need permission from the Department for Business, Energy and Industrial Strategy (BEIS).

GOV.UK outlines .

Trading names

You can trade using a different name to your registered name. This is known as a 'business name'.

Business names must not:

• be the same as an existing trade mark
• include 'limited', 'Ltd', 'limited liability partnership, 'LLP', 'public limited company' or 'plc'
• contain a 'sensitive' word or expression unless you get permission

You'll need to register your name as a trade mark if you want to stop people from trading under your business name.

You can't use another company's trade mark as your business name.

Displaying your company name

There are rules that you must follow when displaying your name on signs, stationery, promotional material and invoices. For example, you must display a sign showing your company name at your registered company address and wherever your business operates. If you're running your business from home, you don't need to display a sign there.

Know the rules you must follow on displaying your company name.

When you don't have to use 'limited' in your company name

You don't have to use 'limited' in your name if your company is a registered charity or limited by guarantee and your articles of association say your company:

• promotes or regulates commerce, art, science, education, religion, charity or any profession
• can't pay its shareholders, for example through dividends
• requires each shareholder to contribute to company assets if it's wound up during their membership, or within a year of them stopping being a shareholder

Your registered office address is where official communications will be sent, for example letters from Companies House.

The address must be:

• a physical address in the UK
• in the same country your company is registered in, for example a company registered in Northern Ireland must have a registered office address in Northern Ireland

You can use a PO Box. You must include a physical address and postcode.

You can use your home address or the address of the person who will manage your Corporation Tax.

Your company address will be publicly available on the online register.

Your company must have at least one director. Directors are legally responsible for running the company and making sure company accounts and reports are properly prepared.

A director must be 16 or over and not be disqualified from being a director.

Directors don't have to live in the UK but companies must have a UK registered office address.

Directors' names and addresses are publicly available from Companies House. You can if you or your family are at risk of abuse or harm because of your company's work.

Read further guidance on directors' responsibilities.

Appointing company secretaries

You don't need a company secretary for a private limited company. Some companies use them to take on some of the director's responsibilities.

The company secretary can be a director but can't be:

• the company's auditor
• an 'undischarged bankrupt' - unless they have permission from the court

The restrictions placed on a person when they're made bankrupt usually end when they're free from their debts (known as 'discharged'). You can using the Insolvency Register.

Even if you have a company secretary, the directors are legally responsible for the company.

Most limited companies are 'limited by shares'. This means they're owned by shareholders, who have certain rights. For example, directors may need shareholders to vote and agree changes to the company.

Work out your shares

A company limited by shares must have at least one shareholder, who can be a director. If you're the only shareholder, you'll own 100 per cent of the company. There's no maximum number of shareholders.

The price of an individual share can be any value. Shareholders will need to pay for their shares in full if the company has to shut down. You can choose a low share value (for example, 拢1) to limit the shareholders' liability to a reasonable amount.

Issuing your initial shares

When you register a company you need to provide information about the shares (known as a 'statement of capital'). This includes:

• the number of shares of each type the company has and their total value - known as the company's 'share capital'
• the names and addresses of all shareholders - known as 'subscribers' or 'members'

For example, a company that issues 500 shares at 拢1 each has a share capital of 拢500.

Prescribed particulars

You also need to include information about what rights each type of share (known as 'class') gives the shareholder. This information is known as 'prescribed particulars' and must include:

• what share of dividends they get
• whether they can exchange ('redeem') their shares for money
• whether they can vote on certain company matters
• how many votes they get

For further information see company shares and shareholders.

When you register your company you need:

• a memorandum of association - a legal statement signed by all initial shareholders agreeing to form the company
• articles of association - written rules about running the company agreed by the shareholders, directors and the company secretary

Memorandum of association

You can use the Companies House . You can't update the memorandum once the company has been registered.

Articles of association

You can use standard articles (known as '').

You can write your own articles but if you do, you can't register your company online.

Community interest companies

You can't use limited company model articles if you're setting up your legal structure as a community interest company (CIC) - see choose the right structure for your social enterprise.

Use the CIC regulator's  instead.

You can register your company if you have everything you need to set up.

Register your company online

You can register online if your company is limited by shares and uses standard articles of association ('model articles').

It costs 拢50 and can be paid by debit or credit card. Your company is usually registered within 24 hours.

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Register your company by post

You can .

Postal applications take eight to ten days and cost 拢71 (paid by cheque made out to 'Companies House').

Send your application to the address on the form.

Other ways to register your company

You can also register your company:

• .

After you've registered your company

Once the company is registered you'll get a 'certificate of incorporation'. This confirms the company legally exists and shows the company number and date of formation.

You'll also need to register for Corporation Tax within three months of starting to do business.

After you've registered your company with Companies House, you'll need to register it for Corporation Tax.

You'll need to do this within three months of starting to do business. This includes buying, selling, advertising, renting a property and employing someone. You may get a penalty if you register late.

If you are unsure of what counts as starting to do business, see working for yourself.

How to register for Corporation Tax

You'll need your company's 10-digit Unique Taxpayer Reference (UTR) before you with HMRC.

This is posted to your company address by HMRC, usually within a few days of the company being registered with Companies House (incorporated).

Call the HMRC helpline on Tel: 0300 200 3410 if you didn't get a UTR after registering your company.

Information you'll need to register for Corporation Tax

When registering, you'll need to tell HMRC:

• your company's registration number
• the date you started to do business (your company's first accounting period will start from this date)
• the date your annual accounts are made up to

What happens after registering for Corporation Tax

HMRC will tell you the deadline for paying Corporation Tax.

You'll need to file a Company Tax Return, even if you make a loss or have no Corporation Tax to pay - see GOV.UK information on .

Finding your UTR in future

Your 10-digit UTR will be on all letters from HMRC and within . You need it:

• if you contact HMRC about Corporation Tax
• to send your Company Tax Return

To set up a limited company there are several things you must do. Make sure that you:

• Appoint a director, who will be legally responsible for running the company and making sure company accounts and reports are properly prepared - see appoint directors and a company secretary.
• Register your business with Companies House - see starting a company or partnership.
• Register for Corporation Tax within three months of starting to do business - see understand corporation tax.
• Obtain any planning permission that you may need from your local council - find your local council in Northern Ireland.
• Obtain any licences or permits that you may need - use the licence finder tool to find out what licences or permits your business may require.
• Contact Land and Property Services to find out whether you need to pay business rates - see business rates: the basics.
• Contact HMRC to register for VAT if you expect to have turnover of more than 拢85,000 a year - see registering for VAT.
• Register with HMRC for PAYE (Pay As You Earn) if you employ staff - see registering and getting started with PAYE.
• Register with HMRC if you are a contractor or subcontractor in the construction industry - see contractors and the Construction Industry Scheme.
• Set up a financial record-keeping system - see set up a basic record-keeping system.
• Put your name on all your business stationery, including letters, invoices, receipts and cheques - see name your business.
• Set terms and conditions for your customers, such as when your invoices are to be paid - see ensure customers pay you on time.
• Ensure all business insurance requirements are in place - see business insurance: the basics.

It's worth remembering that this is just a start. As you continue in business, you may have other legal and tax issues to bear in mind.