Setting up a private limited company in England and Wales is quick, inexpensive and mostly done online through Companies House. But there are a few decisions and follow-up steps that catch people out. This plain-English guide walks you through incorporating a company under the Companies Act 2006.
Step 1: Choose your company details
Before you register, decide on:
- Company name, it must be available and not too similar to an existing name, and must not contain restricted or sensitive words without approval. It usually ends in "Limited" or "Ltd".
- Registered office, an appropriate UK address (in England and Wales, for an England-and-Wales company) for official correspondence.
- Directors, at least one, and at least one must be a natural person (an individual).
- Shareholders (subscribers), at least one, and the shares they will hold.
- People with Significant Control (PSC), anyone who ultimately owns or controls the company (generally over 25% of shares or votes).
- Articles of association, most companies adopt the standard Model Articles; you can use bespoke articles if you need to.
- SIC code, describing your business activity.
- Registered email address, the company must provide an appropriate email address to Companies House on incorporation.
Step 2: Register at Companies House
You incorporate by submitting the application (form IN01 information) online, with the memorandum and articles, and paying the fee. Companies House checks the details and, if all is in order, incorporates the company and issues a certificate of incorporation.
Note that identity verification requirements under the Economic Crime and Corporate Transparency Act 2023 are being implemented in stages. Check which Companies House identity-verification rules are in force at the time you incorporate or make filings.
Step 3: Register with HMRC
After incorporation you must deal with tax:
- Corporation Tax, register with HMRC (usually within three months of starting to trade).
- VAT, register if your taxable turnover exceeds the threshold (or voluntarily).
- PAYE, register if you will employ staff (including paying yourself a salary as a director).
Step 4: Set up the basics
- Open a business bank account in the company's name.
- Set up statutory registers and issue share certificates.
- Put insurance in place (e.g. employers' liability if you have staff).
- Diarise your confirmation statement and annual accounts filing dates.
Sole trader vs company?
Incorporating is not the only option, you could trade as a sole trader (simpler, but no separate legal personality or limited liability). A company gives limited liability and can be more tax-efficient at higher profits, but brings more admin and disclosure. Take advice on what suits you.
Key takeaways
- Register a private limited company online at Companies House (form IN01), choosing name, directors, shareholders, articles and PSCs.
- Most companies use the Model Articles; you need an appropriate registered office and at least one natural-person director.
- New identity verification rules (ECCTA 2023) apply, check current requirements.
- Then register for Corporation Tax (and VAT/PAYE as needed), open a bank account, and set up registers and filings.
Sources
- Companies Act 2006 and Companies House incorporation requirements (form IN01; Model Articles; PSC register)
- Economic Crime and Corporate Transparency Act 2023 (identity verification)
- HMRC registration requirements (Corporation Tax, VAT, PAYE)
--- This article is general information about the law of England & Wales as at 2026, not legal or tax advice. For advice on your circumstances, consult a qualified solicitor or accountant.