FAQ's...
Questions
- Do Wimpole House Company Services supply ' Off the shelf companies'?
- Why is there no paperwork to sign?
- Can I choose any name for my company?
- What are sensitive words?
- Why do I need to worry about Registered Trademarks?
- What are the requirements for registering a limited company?
- Can anyone be a company director?
- Who should act as the company secretary?
- How should I allocate shares in my company?
- What is the registered office?
- What is a directors service address?
- What are the memorandum and articles of association?
- Does Wimpole House Company Services charge more to incorporate my limited company if I order by fax or telephone?
- What is the certificate of incorporation?
- What are company's registers?
Answers
1. Do Wimpole House Company Services supply 'Off the shelf companies'?
No. All our company formation packages are for new companies formed using your details. An 'off the shelf company' is one where the formation agent forms the company with their details as the company director, secretary and shareholder. When you purchase one of these companies the agent will resign as the company director and secretary and transfer the shares to you. Because we offer a number of company formation packages, including FREE company formation there is no need for us to offer such a service. We do however have a stock of Vintages Companies and Dormant Companies available for purchase. There are a number of benefits of using these sorts of companies rather than forming a new one. Take a look at the relevant pages and Wimpole House Company Services Blog for more information. .
2. Why is there no paperwork to sign?
Traditional 'paper based' incorporations require the signatures of the company officers to confirm that they consent to act for the company. Wimpole House Company Services is able to take 3 details of personal information from the following list and supply these with the application to Companies House. The personal information forms an 'electronic equivalent' to a paper signature.
* Mother's Maiden Name
* Telephone Number
* Passport Number
* National Insurance Number
* Father's Forename
* Eye Colour
* Town of Birth
3. Can I choose any name for my company?
Yes, you can choose any name you like as long as it is not already registered, 'same as' or 'too like' an existing company name or likely to cause offence. Some words in company names are however restricted or forbidden, these are called 'sensitive words'. Due to changes made in the Companies Act 2006 words added to company names that might once have been sufficient to differentiate them from an already registered name and thus make them registerable are no longer deemed as such. These include words like 'services' and 'UK'. You can register a name which includes sensitive words as long as it is approved by the secretary of state. For more information on sensitive words and guidance on choosing a company name, please see the relevant pages on our site. Our company name change page might also be relevant.
To cover yourself fully, you should also check that your name, or part of your name has not been registered as a Trademark by somebody else.
Our online company name search tool will tell you if the name you have chosen contains a sensitive word. A full list of sensitive words is available. If a word is restricted we can still register your company but must show Companies House that there is a good reason for using the word. There is an extra fee for this service. Please see our price list or call us if this affects you.
5. Why do I need to worry about Registered Trademarks?
Simple, the company name 'Virgin Clothing UK Limited' is not registered and is not too similar to any other company name registered. 'Virgin' however is a protected trademark. Choosing a name like this would mean you may have to change it later which would be very costly. It is possible that your company might be used and have to pay damages to the owner of the Trademark. We recommend that you check the register of Trademarks with the Patent Office or for a small fee we will carry out the checks for you.
6. What are the requirements for registering a limited company?
Every company is legally required to have at least one Director, one shareholder (also called members). There is no longer a requirement to have a company secretary (Section 270 The Companies Act 2006), but it is still available as an option. The company directors are responsible for running the company. The Company Secretary if appointed, must ensure that the company conforms with current legislation, for instance they are responsible for filing legal paperwork relating to the company with companies house (such as changes of director, shareholders and addresses). The shareholders are the people that actually own the company.
7. Can anyone be a company director?
Yes, provided that they have not been disqualified from doing so by a court, then anybody may act as a company director. Section 157 of the Companies Act 2006 means that an individual must be at least 16 years of age in order to be appointed as a director of a company. This requirement was put in place to stop abuse by companies who were appointing minors as directors.
8. Who should act as the company secretary?
Anybody may act as the Company Secretary of a private limited company. A person may consent to act as both the Company Secretary and be a Director of the same company . As already stated, Section 270 of the Companies Act 2006 means there is no legal requirement to have a company secretary but if you do choose to have one, they must be included on the register.
9. How should I allocate shares in my company?
By law there must be at least one shareholder who subscribes to take at least one share. If you wish to take an equal amount of shares with another member of the company then it is usual to take one share each. Authorised share capital has now been abolished by The Companies Act 2006, so allocation of shares is now carried out slightly differently. If you choose the amount of shares to be issued by the company then the following are examples of how to distribute the shares.
1. a) Mr Smith wants to own 100% of the issued shares in Company X Limited. Mr Smith would take 1 share or whatever the total number is issued (if 100 were issued, he will take 100).
2. b) Mr Smith and Miss Jones want to own 50% each of the issued shares of Company X Limited. Mr Smith will take 1 share, Miss Jones will take 1 share (if 100 shares were issued, they would have 50 each).
3. c) Mr Smith wants to own 80% and Miss Jones 20% of the issued shares of Company X Limited. Mr Smith will take 8 shares, Miss Jones will take 2 shares (if 100 shares were issued it would be 80 and 20 respectively).
If you require advice regarding the shareholding for your limited company please contact our sales team.
10. What is the registered office?
The registered office must be an address in England and Wales, or Scotland where legal documents can be served on your company. This address is kept on the Companies House database and is available for anybody to inspect free of charge. This address must also be written on all your company correspondence such as letterheads and invoices. It is quite common to use a director or company secretary's home address as the registered office address.
Wimpole House Company Services offers a Registered Office address service if you wish to keep your home details separate from your company details. There is a small annual fee for this service that includes forwarding up to 10 items of statutory and legal mail each year.
11. What is a directors service address?
In an effort to protect directors personal details, the Companies Act 2006 introduced a 'service address' for directors. Directors will now have a service address and their residential address. Only the service address will be made public. The residential address is viewable by public authorities and credit agencies, but no one else. This allows some protection for the director. It is possible to use the companies registered office address as the directors service address.
12. What are the memorandum and articles of association?
The memorandum and articles of association are legal documents that set out:
1. The Company Name;
2. The Registered Office location; and
3. The internal constitution of the company.
You will probably be asked for this document when you open a bank account for your company. All our companies are incorporated using standard 'general commercial company' memorandum and articles. These are written in a way that is designed to enable your company to carry out any business activity and to minimise the administrative requirements on the company.
Yes. There is a £10.00 surcharge for Fax Application and £20.00 for surcharge for companies ordered over the telephone.
14. What is the certificate of incorporation?
The certificate of incorporation is the document issued to confirm that Companies House has incorporated your company name and states the date of incorporation and the company number. This should be printed on 160gm ivory card.
15. What are company's registers?
It is a LEGAL REQUIREMENT in The Companies Act 2006 that states a Limited Company must keep registers of the following:
1. Register of Members (shareholders)
2. Register of Company Directors
3. Register of Company Secretaries (if appointed)
4. Register of Directors interests
5. Register of Mortgages and Charges
6. Register of Debentures
7. Minutes of Directors and General Meetings
8. Share Certificates
Please see our Corporate Compliance page for more information. The company's registers may now be kept at the registered office address or a 'Single Alternative Inspection Location' ready for inspection by the appropriate authorities.
If you want us to complete your company registers for you please add the following products to your order (note these can be added to either the Standard or Premier packages):
1. Minutes of first board meeting
2. Sharepack
3. Director's pack.
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