This guide is aimed at UK founders and first‑time directors who are planning to set up a limited company. It’s especially useful for small‑business owners and startup teams that need a clear, practical overview of the formation process.
After reading, you will understand the key decisions you must make before registration, how to complete the online or paper filing with Companies House, and the ongoing compliance and cost obligations you’ll face. You’ll also learn common pitfalls to avoid and how Open Forest’s services can help streamline the setup.
Key Takeaways
- Online registration costs £100, is processed within 24 hours, and is the quickest, cheapest way to incorporate a limited company.
- A limited company gives you limited‑liability protection, tax advantages over sole traders, and added credibility with clients and lenders.
- After incorporation you must register for Corporation Tax, open a separate business bank account, and assess whether VAT and PAYE registration are required.
- Common mistakes to avoid are using a home address publicly, missing the first accounts filing deadline, and mixing personal with business finances.
- Ongoing compliance includes filing an annual confirmation statement, submitting annual accounts, and filing corporation tax returns on time.

If you're starting a business in the UK, one of the first decisions you'll face is how to structure it. For most founders, the answer is to set up a limited company. It gives you limited liability protection, a clear separation between personal and business finances, and a level of credibility that sole traders simply don't get. If you're still weighing up different business structures, this guide focuses specifically on the limited company route.
This article walks you through every stage, from choosing a name to meeting your first filing deadlines.
Why set up a limited company?
A limited company is a legal entity that exists separately from its owners. This means your personal assets are protected if the business runs into financial difficulty, because your limited liability is limited to the amount you've invested in the company.
Beyond liability protection, there are practical reasons to choose this structure. Limited companies pay Corporation Tax on profits rather than Income Tax, which can be more tax-efficient depending on your earnings. You also have more flexibility in how you pay yourself, combining a salary with dividends to reduce your overall tax bill.
There's a credibility factor too. Many clients, suppliers, and lenders prefer working with limited companies. Having "Ltd" after your name signals permanence and professionalism.
Please note: A limited company isn't right for everyone. If you're testing a business idea or expect low turnover in the early stages, operating as a sole trader is simpler and cheaper to maintain. You can always convert later.
What do you need before registering?
Before you submit anything to Companies House, you need to make several key decisions. Getting these right upfront avoids delays and rejected applications.
Company name. Your name must end in "Limited" or "Ltd" and cannot be identical or too similar to an existing registered name. Check availability on the Companies House name search tool before you commit. Certain words, like "British", "Royal", or "Insurance", require special approval.
Registered office address. Every company needs a registered office in the UK. This address goes on the public register, so many founders use a professional registered office service rather than their home address.
Directors. You need at least one director who is a real person. Directors are legally responsible for running the company and meeting all filing obligations under the Companies Act 2006.
Shareholders and share structure. You need at least one shareholder. Most small companies start with a simple structure: one class of ordinary shares, often 100 shares at £1 each. You'll also need to identify anyone with significant control (owning more than 25% of shares or voting rights) for the PSC register.
SIC codes. These are five-digit codes that describe your company's business activity. You'll need at least one when you register. The full list is available on the Companies House website.
With these decisions made, you're ready to register.
How do you register with Companies House?
Most founders register online through the GOV.UK service. It's the fastest and cheapest route.
Online registration costs £100 (as of February 2026) and is usually processed within 24 hours. You'll need to create a Government Gateway account for your company during the process. You can use an existing one or create a new one and link it to your new company during the process.
Paper registration uses form IN01 and costs £124. Processing takes 8 to 10 days. This route is only necessary if you don't want to use "Limited" in your company name or if you have a more complex formation.
Same-day registration is available through third-party software filing for £156, useful if you need the company incorporated urgently.
During registration, you provide your company name, registered office address, director details, shareholder information, share capital, SIC codes, and your articles of association. Most companies adopt the model articles provided by Companies House, which cover standard governance rules. You'll also need to verify your identity as part of the process, a requirement introduced under the Economic Crime and Corporate Transparency Act.
Once approved, Companies House issues a certificate of incorporation with your unique company number. You're now a legal entity.
Author's tip: Register online wherever possible. Companies House data shows that paper applications are significantly more likely to be rejected than online filings. We tend to see that most rejections are for easily avoidable errors like missing information or incorrect name endings.
What should you do after incorporation?
Getting your certificate is the starting point, not the finish line. There are several things to set up in the first few weeks.
Register for Corporation Tax. You must tell HMRC your company is active within three months of starting to trade. HMRC will send a letter to your registered office with your Unique Taxpayer Reference (UTR) and a CT41G form, usually within two to three weeks of incorporation. Use these to complete your registration through your Government Gateway account.
Open a business bank account. Limited companies must keep their finances separate from personal accounts. You'll need your certificate of incorporation and company details to open one.
Register for VAT (if applicable). VAT registration is mandatory if your taxable turnover exceeds £90,000 in any 12-month period. Below that threshold, registration is voluntary but can be beneficial if your clients are VAT-registered businesses.
Set up PAYE. If you plan to pay yourself a salary or hire employees, register for PAYE with HMRC before your first payday.
Set up your limited company with Open Forest
We handle company formation, registered office, compliance reminders, and ongoing filing obligations so you can focus on building your business.
Get started with Open Forest
How much does it cost to set up a limited company?
Cost itemTypical amountOnline incorporation£100Paper incorporation£124Same-day incorporation (software)£156Registered office service£50–£200/yearAccountant (annual)£500–£2,000+Confirmation statement (annual)£50ICO data protection fee£40-£60/year for most small businesses
Many founders use a formation agent to handle the paperwork. This typically costs between £20 and £100 on top of the Companies House fee, and some agents bundle extras like a registered office address and compliance reminders.
What mistakes should you avoid?
Setting up a limited company is straightforward, but a few common errors trip up new founders.
Using your home address without thinking it through. Your registered office address is public. Anyone can search it on the Companies House register. We recommend that if privacy matters to you, use a professional address service.
Missing your first accounts deadline. Your first annual accounts are due 21 months after incorporation. After that, the deadline is nine months after your accounting reference date. Late filing triggers automatic penalties starting at £150, increasing the longer you delay.
Mixing personal and business finances. This undermines the limited liability protection that makes a company structure worthwhile. We recommend that you keep everything separate from day one.
Ignoring director duties. The Companies Act 2006 sets out statutory duties for directors, including promoting the company's success, avoiding conflicts of interest, and exercising reasonable care and skill. These are legal obligations.
Forgetting data protection. If your company processes personal data, you'll likely need to register with the Information Commissioner's Office (ICO). The fee for most small businesses is £40 per year. For a deeper look at data protection requirements, see our GDPR compliance guide for startups.
What are your ongoing obligations?
As of March 2026, every UK limited company must meet these recurring requirements.
Confirmation statement. File at least once every 12 months with Companies House, confirming your company details are up to date. The digital filing fee is £50. You have 14 days after the end of your 12-month review period to file.
Annual accounts. Prepare and file statutory accounts with Companies House within nine months of your accounting reference date. The format depends on your company size: micro-entities and small companies can file simplified accounts.
Corporation Tax return (CT600). File with HMRC within 12 months of the end of your accounting period. Pay any Corporation Tax due within nine months and one day. As of 2026, the main rate is 25% for profits over £250,000, with a small profits rate of 19% for profits up to £50,000. Marginal relief applies between these thresholds.
Company records. Maintain statutory registers including a register of members, a register of directors, and a PSC register. Keep them current and available for inspection.
Your next step
Setting up a limited company in the UK is a well-defined process, and getting the foundations right means fewer compliance headaches as your business grows. The registration itself takes under an hour online. The real work is in the decisions you make beforehand, such as: your company structure, your share allocation, your registered address, and the filing habits you build afterwards.
If you'd rather not navigate the paperwork alone, Open Forest can handle company formation and ongoing compliance for you. That way you can focus on what your business actually does.

Laura Ryan is a practising Barrister at the Bar of Ireland. She graduated from the Honourable Society of King’s Inns in 2024, having previously qualified and practised as a Chartered Accountant in a big four accounting firm.













