Set your business in the United Kingdom
England – Northern Ireland – Scotland
An excellent European option for international trade and Tax Planning Solutions.
Private Limited Company
One of the most common types of companies.
Limited Liability Partnership
Type of entity offering
Full Tax Exemption
Company Limited by Guarantee
For smaller companies like non-profit organisations.
Which type of company should you choose?
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We’ve taken the complexity out of forming your business company. Our online form can be completed in less than 10 minutes.
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Based on the information you provide, we prepare all required documents and file them directly to the appropriate entity.
Once your incorporation documents have been approved by the state, you’ll receive your completed company package by email.
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How to incorporate your business company in the UK
Company types in the UK
Public Limited Company (PLC)
A public company is a corporation whose ownership is open to the public. Anyone can buy shares in the company’s stocks. A limited company is a corporation in which an individual’s financial liability for the company is restricted to a fixed sum – this sum is usually the value of their investment.
A PLC is a combination of these two concepts – it is a public company whose shareholders (who could, theoretically, be anyone) are responsible for the company’s financial liabilities to the extent of their investment.
The other key point of note is that before a PLC can start business, it must have allotted shares to the total value of at least £50,000.
Private Company Limited by shares (LTD)
In contrast to a public company, a private company cannot be owned by any members of the public. It will instead be owned by an NGO (non-government organisation) or a relatively small number of shareholders, and the sale of company shares is handled privately.
However, these companies are limited, like PLCs, and this has the same implications for a private company as it does for a public company. Once again, an individual is only responsible for the business’s financial liabilities to the extent that they invested in the company.
Private limited companies are one of the most common types of companies.
Company Limited by Guarantee
Instead of shareholders, these companies typically have a group of members who act as guarantors and agree to contribute a nominal sum towards the winding up of the company, in the case of such an event occurring.
According to UK law, these companies have to include ‘Limited’ in their names, but exceptions can be made, for example, in the case of companies that are not distributing their profits to its members.
Limited Liability Partnership (LLP)
For a business to be an LLP, some or all of the partners have to have limited liabilities, which means that they are only responsible for their own misconduct or negligence, rather than being responsible as a collective (which is the more traditional partnership model).
Another key element of an LLP is that, unlike other corporations, the partners are allowed to directly manage the business. In other company types, the shareholders have to vote to elect a board of directors, and the board employs other people to manage the company.
The UK LLP – Limited Liability Partnership
The Limited Liability Partnerships Act of 2000 created for the first time a British version of the American limited liability company (LLC). Like its America cousin it is governed by an Operating or Limited Liability Partnership Agreement and can be structured in a way to allow non-UK resident individuals, conducting all their business outside of the UK to enjoy the prestige of a genuine British entity without liability to UK taxes. However, it is important to note that tax consequences may be created in the jurisdiction of management and control and/or the fiscal residence of the beneficial owners depending on double taxation treaties and the specific drafting of the Partnership Agreement.
The tax authorities in the United Kingdom have confirmed that the taxation base of a limited liability partnership will follow the procedure operated in the past for partnerships. The Limited Liability Partnership itself will not be liable for taxation on profits arising within the partnership, but the profits will be assessed to tax separately on the individual partners.
And here that’s where we need to pay the best attention on how to incorporate this LLP; in other words, if taxes fall upon the partners, this means that if you would be appointed as the partners of the LLP, you would be liable to personal taxation in your own residence country; which can be avoided; how?
By incorporating the LLP with 2 International Business Companies (Offshore IBC’s) to act as the Partners for the LLP thus, your name would not appear on the registrar of companies of this LLP, and the partners, as offshore entities, would be and will be full tax exempted.
Each IBC would refer to one separate Delegated Member (as minimum required to set up a LLP in UK), while we can provide you our Secretarial Services, required for filing regular forms with Companies House, in order to keep the Company in Good Standing and thus comply with all legal regular requirements; you can either act as a Non-Delegated Member, which we do not suggest, but, instead, as the Legal Attorney for the LLP, with full powers, by means of a notarized and apostilled Power of Attorney to be issued in your behalf.
However, this does not mean that, besides incorporating your UK LLP, you must incorporate 2 separate IBC’s; of course, this is an option, should you wish it; however, to minimize your incorporation costs, we can provide you on an annual basis our Nominee Services for Delegated Members; in this case, we will appoint 2 of our own IBC’s to act as delegated Members on the UK LLP.
Let me give you some more and complete information about these LLP’s and their advantages.
A limited liability partnership must be a commercial venture operating for profit.
The advantages of operating in this way are that no personal liability falls on a member of a limited liability partnership for the contracts or debts of the limited liability partnership and there is no joint or several liabilities for the negligence of any other member. The organisation of a limited liability partnership may well, therefore, be a popular vehicle for future use by the professions in the United Kingdom and for international business operated by non-resident partners outside of the United Kingdom. There may well be taxation advantages to be obtained from this route, where multi-national business is being undertaken by an international of partners.
Tax Planning Credentials
If a United Kingdom LLP has only non-resident partners and no UK Business, it will not be taxed in the United Kingdom.
There is no requirement for a UK LLP to have a United Kingdom partner. As explained below no taxation should arise on non-resident partners on income from a UK LLP where the business of that United Kingdom LLP is managed, controlled and carried out outside the United Kingdom.
General LLP benefits
The United Kingdom is actively pro-business and is relatively free of bureaucracy.
UK LLP’s can be registered in as little as 12 working days (if expedited).
We offer a range of options to help you lodge your LLP at Companies House quickly and easily and ensure you can administer it with the minimum of fuss once it is registered. Of all the legislation of the last few years, the “creation” of limited liability partnerships is one of the most interesting. The essence of a limited liability partnership for practical purposes is as a vehicle to contain a partnership of any size where partners may be at risk from the careless or accidental negligence of a colleague. For example, partners in International accountancy firms would be protected from personal liability if a claim was successfully pursued by a major client. Partners in a construction business would be protected if a new building collapsed, causing high level claims against them. Other partnerships may be tempted to use a limited liability partnership for the same reason. A limited liability partnership may also be appropriate for a partnership where some partners are not actively involved. They might have once been called “sleeping” partners. This structure will be suitable for people engaging together in a property or finance venture.
A limited liability partnership is unlikely to be useful for a small trading company of any sort because a conventional limited company is likely to perform an appropriate role at less cost.
Tax Exemption – the highest degree of credibility
Types of company
Key Corporate Features
- Type of entity – LLP
- Type of law – Common
- Shelf company availability – Yes
- Our time to establish a new company – 1 day
- Minimum government fees (excluding taxation) – N/A
- Corporate taxation – Fiscally Transparent
- Double taxation treaty access – No
Share capital or equivalent
- Standard currency – Not applicable
- Permitted currencies – Not applicable
- Minimum paid up – Applicable
- Usual authorised – Not applicable
Directors or Managers / Designated Members
- Minimum number – Not applicable
- Local required – Not applicable
- Publicly accessible records – Not applicable
- Location of meetings – Not applicable
- Minimum number of Designated Members – 2 must be responsible for the affairs of the LLP
- Maximum number – No Limit
- Publicly accessible records – Yes
- Location of meetings – Anywhere
- Required – Not applicable
- Local or qualified – Not applicable
- Requirement to prepare – Yes
- Audit requirements – Yes, but small company exceptions
- Requirement to file accounts – Yes
- Publicly accessible accounts – Yes
- Requirement to file annual Confirmation Statement – Yes
- Change in domicile permitted – No
International UK LLP’s established by us have pre-prepared operating agreements which preclude UK resident members, the undertaking of business in the UK, the ownership of property or shares and the sale of membership interests within the UK.
Every limited liability partnership must at all times have at least two, formally appointed designated members. (Designated members are analogous to the executive directors and the company secretary of a company).
Designated members are liable in law for failing to carry out these legal responsibilities. If there are fewer than two designated members, then every member is deemed to be a designated member. (The limited liability partnership may have decided that all members will be designated members or that only some members will be designated).
With the agreement of the other members, a member may become a designated member at any time. Designated members enjoy the same rights and owe the same duties towards the limited liability partnership as any other member. These mutual rights and duties are governed by the limited liability partnership agreement and the general law. However, the law also places additional responsibilities on designated members.
There can be an unlimited number of members.
Procedure to incorporate
By submission of the Incorporation Document Form LLP2, together with the registration fee to the Registrar of Companies. The following are to be confirmed to the Registrar of Companies on registration of a limited liability partnership:
- The name of the limited liability partnership.
- The address of the registered office.
- The names and addresses of each of the corporations or individuals who are the first members of the limited liability partnership on establishment. Where they are individuals their date of birth must also be confirmed.
- The designated members must be confirmed. The designated members are persons responsible for the statutory compliance of the limited liability partnership and need to be a minimum of two, unless membership of the limited liability partnership drops to one person only a compliance statement signed by a solicitor or first member confirming that the limited liability partnership is being established to carry on lawful business with a view to profit.
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