Setting up a company in the UK
You can set up a company in the UK without living there, without a UK passport and without flying in. The whole registration runs online, and Companies House charges £100 to register a private limited company online, usually within 24 hours. For a founder abroad, the hard parts sit around that form: proving who you are, finding a UK address that meets the rules, and getting the tax registrations right in the first months.
This guide walks through each step in the order you’ll meet it, from choosing a structure to the first filings, with the official source for every rule and fee.
A private company limited by shares is the usual vehicle for a foreign founder. Verify the identity of every director and person with significant control first, arrange a UK registered office and a monitored email address, then file online with Companies House for £100. After incorporation, tell HMRC the company is active, check whether VAT registration applies, and diarise the accounts deadlines.
What changed for founders in 2025 and 2026
Two changes matter if you read an older guide. Identity verification for directors and people with significant control became a mandatory requirement from 18 November 2025, under the Economic Crime and Corporate Transparency Act 2023. Guides written before that date leave this step out.
Fees moved too, so prices quoted in older articles can be out of date. The current fee schedule, last updated on 25 September 2026, lists £100 for an online or software incorporation and £124 on paper.
Choose the right structure
Start from a private limited company. It is legally separate from the people who own it, and its owners are responsible for business debts only up to the value of their investment. That separation is what banks, clients and suppliers expect when they deal with a UK business owned from abroad.
The other options on the GOV.UK list of business structures suit narrower cases:
- Sole trader: the simplest structure to set up and keep records for, but you trade as yourself, with no separate legal entity.
- Business partnership or LLP: for two or more owners who want to share profits and management on agreed terms.
- Overseas company (UK establishment): registers your existing foreign company in the UK instead of creating a new one. It suits groups that want a branch rather than a subsidiary.
- Company limited by guarantee: has guarantors instead of shareholders and is used mostly by non-profit bodies.
A company not based in the UK that runs an office or branch here only pays Corporation Tax on profits from its UK activities. The choice between a branch and a UK subsidiary has tax and liability effects in your home country as well, so it’s worth one conversation with an adviser who knows both sides before you file.
What you need to set up a company in the UK from abroad
Gather these before you open the form. Having them ready is the difference between a same-day registration and a stalled application.
- People: at least one director, at least one shareholder (the director can be both), and the details of every person with significant control.
- Identity: a Companies House personal code for each director and each person with significant control.
- Addresses: a UK registered office address, a service address for each director, and a registered email address.
- Company details: a name, a SIC code for the main activity, and the share structure.
- Documents: the memorandum of association, the articles of association and a statement of capital.
- Access: a Government Gateway user ID created for the company, not your personal one.
Step 1: Verify the identity of directors and PSCs
Start here, because nothing else can be filed until it’s done. Directors, people with significant control and the agents who file for them must all verify their identity with Companies House. You can do it free through GOV.UK One Login, or you can ask an Authorised Corporate Service Provider (ACSP) to verify you on your behalf. An ACSP may charge for this.
Each successful check produces a personal code that belongs to the person, not to the company. When you register, Companies House asks for it: if your company has more than one director, you must have each director’s personal code. You only verify once, and the same code works for every company you’re involved in.
Non-residents often find the ACSP route easier, because the agent handles the document checks for them. An ACSP is an agent, such as an accountant or solicitor, and it must be supervised for anti-money laundering purposes to register with Companies House.
By the end of this step: every director and PSC has a personal code.
Step 2: Pick a name and a SIC code
Check that the name you want is free and not too close to an existing company before you build anything around it, such as a website or branding. Keep a second choice ready in case the first is refused.
The SIC code tells Companies House what the company does. Pick the code that matches your main activity; you can list more than one if the business really does several things.
By the end of this step: you have an available name and at least one SIC code.
Step 3: Set up a UK registered office and email address
Founders abroad often need outside help with this step. The registered office must be a physical address in the UK, in the same country of the UK where the company is registered (England and Wales, Scotland, or Northern Ireland). It must be an appropriate address: post sent there has to reach someone acting for the company, and the sender must be able to get confirmation of delivery. A Royal Mail PO Box is no longer accepted.
You can use an accountant’s or solicitor’s address if they give you permission and the address meets the same tests. The registered office appears on the public register, so many non-residents use a professional address rather than a friend’s home. Accountanty lists firms that provide virtual office and registered office services in the UK.
The company also needs a registered email address. You must provide one and read what arrives, though it isn’t published on the public register.
By the end of this step: you have written permission to use a UK address and an email address someone checks.
Step 4: Appoint directors, shareholders and PSCs
The rules on people are simple. Your company needs at least one director, aged 16 or over, and directors do not have to live in the UK. A company secretary is optional for a private limited company. Each director gives a service address, which is public, so many use a professional address here too.
A company limited by shares needs at least one shareholder, and that person can also be the director. Then declare every person with significant control. A PSC is anyone who has more than 25% of the shares or voting rights, can appoint or remove a majority of the directors, or can otherwise influence or control the company. The PSC section can’t be left blank. If a foreign holding company owns the UK company, look through it to the individuals who control that holding company as well.
By the end of this step: you know who the directors, shareholders and PSCs are, with a personal code for each person who needs one.
Step 5: Prepare the articles and share capital
Every company needs a memorandum of association and articles of association, the rulebook for how the company is run. Many companies adopt the standard model articles. Draft your own if you have co-founders, investors or several share classes, and have a UK lawyer read them.
The statement of capital records how many shares are issued, their value and who holds them. A small nominal capital is common for a trading company; plan the structure around future investors rather than around the minimum.
By the end of this step: the governing documents and share structure are agreed.
Step 6: Register the company with Companies House
Online registration costs £100 and is usually complete within 24 hours. A postal application on form IN01 takes 8 to 10 days and costs £124. You’ll create a Government Gateway user ID specifically for the company; your personal one cannot be used.
When the company is accepted, you receive a certificate of incorporation and a company registration number. The company is usually set up for Corporation Tax at the same time, unless it’s dormant. You can also register for PAYE at this point if you’ll employ staff, including yourself as the only director.
If you’d rather hand the filing to someone else, see company formation in the UK for how providers work and what a quote should include.
By the end of this step: the company exists and has a registration number.
Step 7: Register for tax with HMRC
After incorporation, the company receives a 10-digit Unique Taxpayer Reference (UTR). Use it to add Corporation Tax services to the company’s business tax account. Then deal with three registrations, each with its own trigger.
Corporation Tax
You must tell HMRC within 3 months of starting your tax accounting period, which begins when the company becomes active. Preparing a business plan or negotiating contracts doesn’t count as being active; trading does.
The main Corporation Tax rate is 25%. Companies with profits of £50,000 or less pay the small profits rate of 19%, and Marginal Relief may apply to profits between £50,000 and £250,000.
VAT
A UK company must register for VAT when its taxable turnover for the last 12 months goes over £90,000, or when it expects to pass £90,000 in the next 30 days. A business based outside the UK that supplies goods or services in the UK must register regardless of turnover, which catches some founders who sell into the UK before forming a company. The standard VAT rate is 20%, with a reduced rate of 5% and a zero rate for some goods. For help with registration and returns, see VAT services in the UK.
PAYE
If the company pays salaries, including a salary to you as director, it needs to run payroll through PAYE. Payroll providers in the UK can register the scheme and run it monthly.
By the end of this step: HMRC knows the company is active, and you know whether VAT and PAYE apply.
Ongoing filings after incorporation
The calendar starts on the day of incorporation. These are the deadlines for a private limited company:
| Filing | Deadline |
|---|---|
| First accounts to Companies House | 21 months after registration |
| Later accounts to Companies House | 9 months after the financial year ends |
| Company Tax Return to HMRC | 12 months after the accounting period ends |
| Corporation Tax payment | 9 months and 1 day after the accounting period ends |
The company also files a regular confirmation statement, which confirms the details on the public register. It costs £50 online and £110 on paper. There are penalties for filing late, so many foreign-owned companies hire a UK accountant for the yearly accounts from the start.
Common mistakes non-residents make
- Filing before identity checks are done: the application can’t go through without a personal code for each person who needs one.
- Using a home address abroad as the registered office: it must be a UK address that meets the appropriate-address tests.
- Forgetting the PSC behind a holding company: Companies House wants the individuals who control the company, not only the parent entity.
- Assuming VAT can wait: a business based outside the UK selling into the UK may need to register from the first sale.
- Leaving the bank account to the end: UK banks run their own checks on foreign directors and owners, and approval can take longer than incorporation. Bank account assistance in the UK is offered by firms that know which documents banks ask for.
- Mixing up company formation and a visa: immigration is a separate process with its own rules. Check residency and visa options on their own terms.
Finding an accountant in the UK
Accountanty lists 291 accounting firms and corporate service providers in the UK, and 125 of them say they work with foreign clients. You can see them on one page in accountants for foreign clients in the UK, or browse by city: London has 133 listed firms, Birmingham 68, Manchester 49 and Edinburgh 25.
When you compare firms, ask whether they are a registered ACSP and can verify your identity, whether they provide the registered office, and which languages the team speaks. If you’d rather describe your plans once, send a free quote request through Accountanty, which reviews it and forwards it to suitable firms.
Verdict: how to set up a company in the UK
For most founders abroad, the right route is a private company limited by shares, filed online for £100. Do the identity checks first, secure a UK registered office and a monitored email address, and declare every person with significant control. Once the company exists, tell HMRC it’s active within 3 months, check the VAT rules for your sales, and put the accounts deadlines in your calendar on day one. If you want help with one or more of those steps, a UK accountant who works with foreign clients can handle them while you set up a company in the UK from wherever you are.