Certificate of incorporation

Companies House issue Certificate of incorporation once your company registration application is successful.

Commence trading

Consequently, the certificate is conclusive evidence that your limited company has been registered in accordance with the Companies Act in the United Kingdom. You may start trading straight away if your company is a private limited company. Unlike a public limited company (PLC), they must obtain the trading certificate before commencing trading.

Information printed on the certificate of incorporation

Universally, your certificate of incorporation will have the following information printed on it:

  • Your company name.
  • Your company registration number (eight digits number only).
  • The type of company. Whether your company is a limited or unlimited company. And if it is a limited company whether it is limited by shares or limited by guarantee.
  • Whether your company is a private or public limited company.
  • Where is your company’s registered office situated? whether it is in England and Wales, Wales, Scotland or in Northern Ireland.
  • The date of incorporation of your limited company. The date is the date Companies House issued your certificate of incorporation.

The Registrar of Companies would stamp your certificate with its official seal.

Open a bank account

Generally, you would require your certificate of incorporation to open a bank account for your company. Your bank would ask for this certificate and other incorporation documents. In addition, your company directors must present themselves and provide proof of identity and proof of address documents.

Your company official stationery

Conventionally, you would include your company details in your official company stationery such as letterhead and your business website. Your company name, registration number and registered office address are the important ones so that your customers and suppliers may contact you. All legal notices deliver to your registered office address is considered documents served to you.

Confirmation statement

Companies House requires every company to deliver Confirmation Statement at least once every 12 months. For this purpose, it is your company director’s responsibility to file the confirmation statement on time with Companies House. It is a criminal offence for failing to deliver your confirmation statement.

Company Accounts

Lastly, your company must prepare and submit annual accounts with Companies House. Your company’s filing deadline is nine months after your financial year-end if it is a private limited company. Whereas for a public limited company is six months. You would have to pay a late filing penalty if you submit your company account late with Companies House.

Restore or setup new company

Restore or set up new company options are available if you would like to keep the name of your company that has been struck off by Companies House.

Companies House actively removes company with overdue Confirmation Statement and company accounts. It is your company director’s responsibility to make sure your company’s filings are up to date with Companies House.

Company’s registered office

Companies House would have sent multiple reminders to your company’s registered office address when your company’s confirmation statement or company accounts are overdue. The proposal to strike off would be published in the Gazette if there is still no response from you and your company be struck off eventually after a couple of months.

Therefore it is very important that you keep your company’s registered office up to date and make sure mails sent to that address able to reach you.

Difference between restore or setup new company

The main differences to restore or set up a new company are tabulated below:

CompanyRestoreSetup new
Company namesame nameCan be the same name
Company registration numberExistingNew
Company’s filing historyContinuedStart new

Which option is suitable for you is dependent on your business objectives.

Setup a new company with the same name

Generally speaking, set up a new company is often more affordable than restoring your dissolved company. If your aim is just to keep the company name and the company holds no assets and never traded before then set up a new company may be the best option for you if the cost is your main consideration.

Restore dissolved company

On the other hand, restore your company would be your only option if your dissolved company have been actively trading, holds assets or have contracts under its name. The reasons your company was dissolved was due to overdue company accounts or confirmation statement.

For example, if you have legally binding contracts under your dissolved company name, you must restore your dissolved company because if there is any disputes in court, new company with the same name is not exactly the same contracting party because the company registration number has changed and the company is technical a new entity and separate to your dissolved company.

Voluntary strike off

Take note that if you have voluntarily applied to strike off your company previously, you would not be able to restore your company through administrative restoration. You must apply to court.

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