- What information do I need to know to complete my company formation online?
- Can a non UK resident be a Director of a UK limited company? Is there any restriction I should be aware of?
- Can another company be director of a UK limited company?
- How quickly will the company be incorporated, if I submit the documents online?
- What restrictions are there on the company name?
- Why is my company formation order delayed?
- What is a due-diligence process? What are the requirements regarding money laundering?
- Why am I required to submit additional information/documents to complete the incorporation?
- Is it possible to change any information on my company formation application?
- Is it possible to get a refund if I change my mind after submitting my company formation form and I have already paid?
- Why do you take payment before we complete the form?
- What do I need to do if I need to make changes to my Company Structure after incorporation?
- Can I change my company registered address through your website?
- Can I change my company name after it has been formed?
- I incorporated my limited company through another agent and now wish to transfer it to you for maintenance and additional services. How can I do it?
- What are the benefits using our post-incorporation Account Manager Services?
- What other services your company offers after post incorporation?
- Is there any difference between a non-trading company and a dormant company?
- Do I need to appoint a Company secretary?
- What are the duties of a Company Secretary?
- What are the duties of the UK Ltd company Director?
- What is a Service Address and what are its benefits?
- What is a Nominee Director?
- What is a Nominee Secretary?
- What is a Nominee Shareholder?
- Can you help me to complete the company formation?
- What is the Annual Return and what information do I need to know to submit it?
- What is a Standard Industrial Classification (SIC) Code?
- Explain what is a Single Alternate Inspection Location (S.A.I.L.) and its purpose?
- What is paid or unpaid share on the Statement of Capital when I am filing the Annual Return?
- When do I have to file my Annual Return?
- Why use UK Companies Limited services to file your Annual Return, if you registered a company with us?
- Why do you offer different packages for Non UK Residents and UK Residents?
- How long does it take for my documents to be delivered?
- Can I have a Bank Accounts as a Non-UK Residents?
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1 What information do I need to know to complete my company formation online?
Please visit our Company Formation Steps Guide to see how simple it is. There is also information on setting up a Limited company.
The main requirements you will need for most cases to set up your limited company or forming a Limited Liability Partnership (LLP) are:
- Your Company name
- Directors particulars, i.e. their residential addresses and a service address if required. Also some unique details relating to the individual for example; First 3 Letters of; Mothers Maiden Name, Fathers Forename, Eye Colour
- Company secretary details (although not a legal requirement), the same information as required for the company director
- Shareholder details again the same information as the Director.
- A UK registered office address (we can provide this service for a small additional fee and it can be added during the incorporation) This is Included in our Non-UK Resident pages.
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2 Can a non UK resident be a Director of a UK limited company? Is there any restriction I should be aware of?
There are no restrictions for non UK residents to be a Director in a UK Ltd Company. UK banks are reluctant to open bank accounts for non-UK residents, however we have established good relations with some banks and can offer a solution. We have a different packages for Non-UK residents aimed at providing the most usual requirements of formation all in one place. These packages appear more expensive than residents but in fact are the equivalent from our UK Residents pages as they include postage outside of the UK and Registered Address.
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3 Can another company be a director of a UK limited company?
Yes, another company can be a UK ltd company Director, however, since implementation of the Companies Act 2006 the company must have at least one director who is an individual and not a legal entity.
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4 How quickly will the company be incorporated, if I submit the documents online?
Normally ltd company formation does not take longer than 3 hours and can be completed on the same day, providing you submit and pay for your order before 12 noon (Monday to Friday) and the incorporation meets the Companies House company registration regulations. Company incorporation in 3 hours is not a Guaranteed Same Day service. It’s also worth remembering that that Companies are only incorporated during Companies House working hours, between Monday to Friday. If you are purchasing something that requires extra documents or your order has a problem the incorporation will not take place until these matters have been addressed.
If you are a Non-UK Resident you will more than likely be supplying us with Due diligence paperwork so the turnaround time will depend on you. Please see for more details and answers to questions:
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5 What restrictions are there on the company name?
The Companies Act has many restrictions on company names to be used upon company registration, and these are enforced by Companies House. They have a list of ‘sensitive words’ which cannot be used in a company name without approval or supporting evidence to be accompanied with the company incorporation application.
You cannot form your company with a name that is too similar or the same to an existing company registered with the Companies House.
Below are examples of words that are classed as sensitive for company registration purposes:
- Group
- British
- National
- International
- Holding(s)
For the full Companies House appendices of sensitive words visit the Companies House website: http://www.companieshouse.gov.uk/about/gbhtml/gbf2.shtml
By registering a company with Companies House you ensure that no one else can register a company with exactly the same name.
On the whole, if our name search provides a big green tick, you should not have any name difficulties. If it is not available you will be informed about it. On occasions you will be given an orange warning saying similar/sensitive name permission required. This will let you progress, but unless you can supply this information, you will be stopped mid order until you can. Unless you are associated with the similar Company name, or have a reasonable chance of passing the sensitive name check, please consult with us first as you will be more than likely be rejected by Companies House.
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6 Why is my company formation order delayed?
First of all don’t panic, there is probably an explanation to this, please check your Spam folders as we more than likely have already emailed you about your order. If it is over the weekend then nothing will happen until Companies House opens on Monday.
If none of the above is applicable please email us with your Company name and ask us to investigate.
For Reasons it may be delayed please refer to Question What restrictions are there on the company name?
Registered Address, Officer Service Address Nominee Services all require additional documents and the speed of incorporation will partly depend upon you in such circumstances.
We need to verify your identity and your residential address before we can proceed as this is a current legal requirement. Please See What is a due-diligence process? What are the requirements regarding money laundering?
Occasionally, especially after a bank holiday, Companies House may experience a backlog of company formation submissions due to high volumes that can delay the company incorporation process. Also, Companies House may experience technical issues which are outside of our control and can also delay the company incorporation.
In any case, we will endeavour to speed up and follow the progress of your application at Companies House.
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7 What is a due-diligence process? What are the requirements regarding money laundering?
By law UK Companies Limited, as a company formation agent, is required to verify the identity of our clients if they wish to use one of the following services:
- Use our Registered office, Officer Service Address
- Nominee services of Director/Shareholder/Secretary
- Mail forwarding
For Registered Office and Mail services you need to scan and e-mail us the following documents:
- Copy of your passport or photographic ID clearly showing your photo and all details
- A recent copy (no more than 3 months old) of a utility bill or bank statement with your name clearly present. (Mobile phone bills are not accepted)
- Description of business activity in detail
For Nominee services ONLY you need to scan and e-mail us the following documents to proceed with incorporation:
- Copy of your passport or Driving License clearly showing your photo and all details
- A recent copy (no more than 3 months old) of a utility bill or bank statement with your name clearly present. (Mobile phone bills are not accepted)
- Description of business activity in detail
- Beneficial Owners Declaration — our company one page internal document (this will be e-mailed to you upon placing your order — For NOMINEE DIRECTOR/SHAREHOLDER ONLY
- Professional Reference Letter — For NOMINEE DIRECTOR/SHAREHOLDER ONLY
We will require the originals posted to us before we can dispatch the company formation documents to you.
Please e-mail all the details to sales@ltdcompany.co.uk and ensure that you enter ’KYC’ and your company name in the subject line of the email.
Non UK Residents will have to supply all the above plus have the documents translated and certified for full details please see the details for the Due Diligence and Documents Required for Non-UK Residents.
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8 Why am I required to submit additional information/documents to complete the incorporation?
Please see What is a due-diligence process? What are the requirements regarding money laundering?
Sometimes Companies House may require additional information from you before a company can be registered if you are offering services/products that require a license.
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9 Is it possible to change any information on my company formation application?
We can never guarantee that your company formation application can be changed after you click the “Submit” button on our website, but do strongly advise you to contact us as by email as soon as you noticed an error or wish to change any of the details. It will all depend on whether your application has been submitted to Companies House. We ask that you contact us by email as we need the information in writing if you require a change. If the application has been submitted to Companies House we may be able offer a solution. Please Remember It is you who are completing the incorporation form and once you have confirmed the order you have told us that you are happy for it to go to Companies House, Please pause and read the details. If in doubt stop the order and contact us, with our system you can log back in and continue once you have the answers to your dilemma.
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10 Is it possible to get a refund if I change my mind after submitting my company formation form and I have already paid?
We cannot refund your fee for a company incorporation service once submitted by us to Companies House. This is because we pay them directly once it has been submitted which is also non-refundable. The services we provide a bespoke and this is explained in our Terms and Conditions you will be reading before placing your order.
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11 Why do you take payment before we complete the form?
We take payment in advance as it registers you onto our system.
The benefits of this are:
- You are emailed a log in and password on payment;
- This enables you to suspend your incorporation steps and return at a later date as all data is stored as you left it;
- We can view your order and assist if required.
If at any time between payment and confirmation you decide you wish to stop, just email us and we will issue a full refund.
Once you have completed the order and confirmed it as acceptable we will not be able to refund as it will have been sent to Companies House.
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12 What do I need to do if I need to make changes to my Company Structure after incorporation?
We would be able to assist you, as this is one of the post-incorporation services we provide. You need to login into your client’s area which was created when you formed a company through us. Don’t worry if you forgot your password, you can click on the “ Client Login ” and request a new password to be sent to you.
You will then need to go to the “COMPANIES” menu and select the “View All Companies” submenu. The screen with your Company details will come up next. Click on your Company Name (it will be underlined), from this screen, choose the “EDIT” button for any services you wish to change and then submit them to Companies House. Your company details will be stored on our system, so you can easily submit your annual returns or make any changes throughout the life of your company.
We are always here to help, if you are not sure.
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13 Can I change my company registered address through your website?
Yes you can. It is another post-incorporation service we provide to our clients. You need to login into your client’s area which was created when you formed a Ltd company or LLP through us. Don’t worry if you forgot your password, you can click on “ Client Login ” and request a new password to be sent to you.
You will then need to go to the “COMPANIES” menu and select the “View All Companies” submenu. The screen with your Company details will come up next. Click on your Company Name (it will be underlined), from this screen you are able to make changes to the Registered Office and submit them to the Companies House. Your company details will be stored on our system, so you can easily submit your annual returns or make any changes throughout the life of your company.
We are always here to help, if you are not sure.
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14 Can I change my company name after it has been formed?
Yes, you can change your ltd company name or LLP name after registration. We offer a 3 days service or a SAME DAY registration service.
You need to login into your client’s area which was created when you formed a company through us. It can be re-sent to you if you have forgotten your details by sending a reminder request through login area.
You will then need to go to the “COMPANIES” menu and select the “View All Companies” submenu. The screen with your Company details will come up next. Click on your Company Name (it will be underlined), from this screen, you are able to make changes to the Company Name using the “EDIT” button and submit them to the Companies House. Your company details will be stored on our system indefinitely, so you can easily submit your annual returns or make any changes throughout the life of your company.
We are always here to help, if you are not sure.
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15 I incorporated my limited company through another agent and now wish to transfer it to you for maintenance and additional services. How can I do it?
In order to transfer your existing Ltd Company or LLP to us, you need to register as a New User on our system. This can be done by registration.
From the menu “COMPANIES”, you need to choose “Import Company via Authentication Code” and insert your company number and an Authentication Code — a unique reference provided by Companies House on Incorporation. The information stored on the Companies House website will be transferred to your account making your company records management simple and efficient.
We are always here to help, if you are confused.
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16 What are the benefits using our post-incorporation Account Manager Services?
Your company management area is set up to maintain your company records with Companies House. It can be accesses through the “ Client Login ”.
You can inform Companies House about changes in Officers, Registered Address. You can change your company name or its accounting period. Making an annual return is easy once all the records are kept in one place and updated prior submission of the Annual Return.
From your Account Management area you can also order services not required at the time of incorporation, for example VAT registration. Many customers come back for printing stationary, especially Certificate of Incorporation. We store the original Certificate from the Companies House, whilst if you order a copy from the Companies House it will clearly displayed watermark as “COPY” and undermine its authenticity.
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17 What other services your company offers after post incorporation?
We offer a wide range of services to our customers and endeavour to bring the best deals and services to them. Below is a list of post-incorporation services we offer at the moment:
- VAT Registration
- Change of Company Name
- Change of Officer Appointments
- Change of Registered Address
- Annual Return submission
- Reminders of the Annual Returns filing dates due
- Various Certificates from the Companies House (Certificate of Good Standing as an example)
- Notarisation of the Certificate of Incorporation
Also If you log into your account manager see What are the benefits using our post-incorporation Account Manager Services? . You can see the shop tab where all these products above and more are listed. Please contact us, if you need something that is not displayed. We are always looking for new ways to assist.
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18 Is there any difference between a non-trading company and a dormant company?
A non-trading company may not be trading, but still have accounting transactions. A dormant company should not have any accounting transactions and is predominantly used to keep and protect a company name.
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19 Do I need to appoint a Company secretary?
There is no legal requirement to have a company secretary as per current Companies Act 2006. The company secretary’s duties automatically fall on the Company Director. It is strongly advisable to appoint a person knowledgeable in UK legislation to be compliant. Please note that should you opt for a Nominee Director, the price for the service does not include secretarial duties.
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20 What are the duties of a Company Secretary in a ltd company?
The role of the company secretary in a ltd company is based around three main areas: the board, the company and its shareholders. The company secretary should:
Board
- Ensure the correct procedure for the appointment of directors.
- Be available to give detailed practical support and guidance to directors both individually and collectively.
- Assist in the acquisition of information by all board and committee members.
- Facilitate record keeping ensuring compliance with the required standards of good governance.
- Raise matters which may warrant the attention of the board.
Company
- Ensure compliance with all relevant statutory and regulatory requirements and ensure that the specific business interests of the company are taken into account.
- Help implement corporate strategies by making sure that the board’s decisions are properly carried out and communicated.
- Give guidance and advice within the company on matters of business ethics and good governance.
Shareholders
- Communicate with the shareholders as appropriate and to ensure that due regard is paid to their interests.
- Act as a primary point of contact for institutional and other shareholders, especially with regard to matters of corporate governance.
We can provide a Nominee Secretary as a UK Ltd company at an additional fee.
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21 What are the duties of the UK ltd company Director?
In summary, the seven general duties of the UK Ltd Company Director under the 2006 Act are:
- To act within powers.
- To promote the success of the company.
- To exercise independent judgment.
- To exercise reasonable care, skill and diligence.
- To avoid conflicts of interest.
- Not to accept benefits from third parties.
- To declare an interest in a proposed transaction or arrangement.
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22 What is a Service Address and what are its benefits?
Directors, Shareholders, Company Secretaries of UK ltd companies are required by law to provide the address where the legal documents (from HMRC, Companies House) are sent to them personally. Some clients choose their home address, however most UK ltd company directors prefer to keep their personal details confidential and use a Service Address (which can be your registered address) but there is a fee involved. We provide such a service. For more information see this page.
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23 What is a Nominee Director?
By UK law the information on company directors must be registered with Companies House before the company registration is completed. Nominee Director Service provides the anonymity and confidentiality of the Director’s identity.
We can provide such a service subject to our Due Diligence procedures, but will not stand in the position of a Nominee Director if your company is a subject to any regulatory body in the UK or elsewhere. This is not a standalone service and can only be ordered when using our formation procedures.
Important: Please click on the link for the new regulations on Due-diligence procedures.
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24 What is a Nominee Secretary?
A nominee secretary is a person or a company, who fills the position of the secretary of the UK ltd company but in name only. No secretary duties are assumed, but can be provided as per agreement. We will sign a Company Secretary Nominee Service Agreement with you, when we satisfy ourselves that this service will be used for legitimate reasons.
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25 What is a Nominee Shareholder?
A nominee is a person or a company who is chosen to fill the position of the real owner of the UK ltd company, but who is not a real owner himself. It is frequently used to preserve the identity of the real owners for whatever reason (commercially for example). The Nominee Shareholder is not entitled to any benefits/rewards but equally not responsible for any losses. For those clients who choose such service, an undated Stock Transfer Certificate is issued. We will sign a Nominee Service Agreement with you, when we satisfy ourselves that this service will be used for legitimate reasons. The Beneficial Owners will be required to produce a copy of their passport, recent utility bill (both certified by a UK solicitor), as well as a reference letter (from an accountant, solicitor or banker).
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26 Can you help me to complete the company formation?
Most company formation agents do not offer UK company formation process offline, as it is time consuming.
Our online system is very user friendly and intuitive, so we always prefer you to use it. If you do not feel comfortable with the modern technology, our advisors can assist at an additional fee to cover the time and costs. Please add “Offline Company Formation” to your checkout basket if this is of interest, after checking the name availability and making your initial payment. We need this payment to be able to take over the process from you. You will be then sent a Word Document to complete and return to us via e-mail and we will prepare a draft for your approval/review before submission to the Companies House.
Please note, as we will be inputting your details manually, we cannot offer same day service or guarantee LTD company incorporation will start or be completed on the same day.
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27 What is an Annual Return and what information do I need to know to submit it?
It is a legal requirement to submit your Annual Return to Companies House. Your company Secretary or in absence of one, a Director, would need to inform Companies House, if there have been any changes to the Company since Incorporation or the last Annual Return.
Do not confuse an Annual Return with the filing of accounts. It is a Statement of your company structure on the date of filing.
Any changes made to your company, i.e. to the Registered Address, issue or transfer of any shares, any changes to Directors, Shareholders and Secretary must be reflected on your annual return. You will also need to inform Companies House about your current business activities.
We provide a Fully Assisted Annual Return Service for our existing clients. We will take all the relevant information from our system. You would need to inform us of any changes to your company structure, if any, via e-mail (i.e. in writing).
UK Companies Limited offers two online Annual Return Services to help you to file your Annual Return on time.
- Fully Assisted Annual Return Service — we prepare and file your annual return for you as you used our company to form your business. We will take all the relevant information from our system. *
- File your own — you prepare the Annual Return yourself and file it online without our assistance, which is the cheaper option.
You will need to provide us with your type of activity to inform the Companies House of your Standard Industrial Classification (SIC) Code (we can only provide help with this for clients who used our Fully Assisted Annual Return Service and NOT when you file your Annual Return yourself) and Single Alternate Inspection Location (S.A.I.L.). We will also need you to confirm if your shares have been paid or unpaid since incorporation.
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28 What is a Standard Industrial Classification (SIC) Code?
Standard Industrial Classification of Economic Activities (SIC) is used to classify UK Limited companies and UK LLPs by the type of economic activity in which they are involved.
It is important information, which needs to be disclosed on the Annual Return.
Please be informed that only the codes on the condensed Companies House list below should be used for the Annual Return purposes:
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29 Explain what is a Single Alternate Inspection Location (S.A.I.L.) and its purpose?
By law, the directors have to disclose the address where the company records and registers are kept. This is so that General Members of the Public can inspect these records if they so choose, after giving the required “Notice.”
The S.A.I.L address must be in the same Jurisdiction as where the company was incorporated. For example, if you incorporated in England your S.A.I.L address must be in England.
There are four jurisdictions for UK company incorporation:
- England and Wales
- Wales
- Scotland
- Northern Ireland
Please provide a SAIL address in the relevant jurisdiction; otherwise your annual return will be rejected.
Very frequently, your accountant’s office is used for this purpose. Our Registered Address service does not cover S.A.I.L. service, but it can be purchased as an additional service to be renewed annually.
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30 What is paid or unpaid share on the Statement of Capital when I am filing the Annual Return?
This section shows the value of the shares in your company. You need to indicate the amount paid per share (if any) or unpaid. If you indicate the share capital as paid, it needs to be reflected in the bank account (or petty cash, if it is a small amount).
As a director, shareholder or secretary of a limited company, you will be required to provide this information to submit your Annual Return or on other occasions. Paid up share capital gives a better credibility in the eyes of creditors and banks, especially when you apply for loans, etc.
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31 When do I have to file my Annual Return?
Annual Returns must be delivered to Companies House at least once every 12 months. It is a company directors/secretary responsibility to file annual return within 28 days after the anniversary of incorporation of a company or of the anniversary of the made-up date of the last annual return.
For example, you have to file annual return, if you made any changes to the shareholders, otherwise it will not appear on the public records of the Companies House.
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32 Why use UK Companies Limited services to file your Annual Return, if you registered a company with us?
It makes total sense to file your Annual Return through our system, especially if you incorporated your Company with us. Here are just few reasons why:
- Your company details will be already on our system, so you do not need to input them manually or fill in any complicated forms.
- You do not need to apply for a Companies House password and Authentication code, which takes a few weeks to arrive. With us you are set up and ready to go. It is particularly useful, if you l have left it until the last minute.
- We can provide a Fully Assisted Annual Return Service or if you prefer you can do it yourself.
It makes sense to do it electronically; filing of a paper annual return will cost you £ 40 if dealing directly with the Companies House.
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33 Why do you offer different packages for Non UK Residents and UK Residents?
Our Resident pages packages offer solutions for UK Residents. These include banking introductions and postage within the UK. These Bank Introductions are not applicable for Non UK Residents.
Our Non UK Residents pages offer packages and services that are more tailored for their needs which include the services most non UK Residents require, such as Registered Address, Courier service outside of the UK to deliver their incorporation documents. Also banking is much more difficult to assist with for non UK residents. Please refer to an article on our website: Bank Accounts for non-residents.
VAT payable on orders is another consideration as well. Our Non —UK Resident may not have to pay it, so this is an option included in there payment section. All UK orders are subject to VAT.
We also provide legalisation of the documents services to our non -residents that a UK client would not normally require. For example Notarisation and Apostilation of company documents. These packages appear more expensive than the packages for residents, but the equivalent order from our UK Residents pages works out more expensive, when you take into account Courier service etc.
UK Companies Limited are very competitively priced.
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34 How long does it take for my documents to be delivered?
Normally you will be emailed ordered electronic documents as soon as your company is incorporated.
With regards to hard copies, dependent on the time of day your company is incorporated, your documents will be shipped to you either the same day, or the next working day. Occasionally, if something special has been ordered we will wait till everything has arrived.
Most UK Residents items are sent by First class post so should be expected within
2-3 days from incorporation.With non UK residents orders these are sent by Courier and you will be informed accordingly.
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35 Can I have a Bank Accounts as a Non-UK Resident?
Please note that we can only offer the UK business bank account introduction to our clients who used our company registration services for UK limited company and a UK Limited Liability Partnership (LLP). UK Companies Limited does not provide an introduction to business bank accounts in the UK as a separate service, i.e. if you incorporated your company elsewhere.
For more information please visit: Bank Accounts for non-residents.
We look into each enquiry on an individual basis and it is very important for us to understand your needs and approach the bank in advance of your application before we advise or take payment as ultimately it is the Banks decision.
Please complete the questionnaire on the above page as we cannot advise any further until we receive this.
