| Starting a limited liability company in the UK requires the | | | | being submitted are true. The form must clearly show |
| submission to Company House forms, 10 and 12, plus a | | | | if a person has signed on behalf of a corporate |
| memorandum and articles of association to complete | | | | director. If it appears that the person who signed is not |
| the company formation and registration. | | | | a director, this will cause delay. |
| Companies House Form 10 | | | | Memorandum of Association |
| First directors and secretary and intended situation of | | | | Every company formation requires a Memorandum of |
| registered office | | | | Association which is the record of the limited liability |
| Company formation Form 10 is where the details of | | | | company name, where the registered office is situated |
| the first director(s), company secretary and the | | | | and the objects of the limited company. The |
| proposed registered address of the proposed limited | | | | memorandum of association objects clause can be as |
| liability company are recorded. Details required include | | | | simple as to carry on as a general commercial |
| the names and addresses of the officers and in | | | | company. The company name is stated on the first |
| respect of directors the date of birth, occupation and | | | | page of the Memorandum of Association. The |
| details of other directorships held within the last five | | | | Memorandum of Association includes the number of |
| years Before submitting the registration forms visit the | | | | shares being issued which can be any number the |
| Companies House website and carry out a name | | | | subscribers feel appropriate. On the final page enter |
| check to ensure the name is suitable and available. | | | | the name and addresses of the subscribers to the |
| Names similar to existing companies are unsuitable as | | | | Memorandum. These are the persons who are taking |
| are any names likely to cause offence. Enter the | | | | up the first shares in the company. The number of |
| proposed limited liability company name in full including | | | | shares issued to each subscriber can be set at one |
| Limited as the last word and the proposed registered | | | | share each. This can be changed to whatever |
| office of the proposed limited liability comapny. A | | | | arrangement is required provided the total number |
| companys registered office is the address where | | | | issued is less than the total number of shares. The |
| Companies House can send letters to the limited liability | | | | company's memorandum delivered to the Registrar |
| company after the company formation. Enter the | | | | must be signed by each subscriber in front of a |
| names and addresses of the Company Secretary, | | | | witness who must attest the signature. Also enter the |
| and the Directors in alphabetical order. Companies | | | | name and address of the witness to the subscribers |
| House reject registrations with invalid addresses. It is | | | | who has signed Memorandum of Association. This |
| recommended that all addresses and postcodes are | | | | witness can be any third party able to witness and |
| double checked before submission on the royal mail | | | | confirm the signatures are correct. |
| site which is a check Companies House will also carry | | | | Articles of Association The standard Table A, Articles |
| out. Form 10 must be signed and dated by each | | | | of Association, is a statutory document that governs |
| officer and each subscriber to the Memorandum of | | | | the internal affairs of the company and it is |
| Association or by an agent on behalf of all the | | | | recommended that Table A is adopted in its entirety |
| subscribers to the Memorandum of Association. | | | | when starting a limited liability company. Strictly |
| Companies House Form 12 | | | | speaking it is not necessary to submit the Articles of |
| Declaration on application for registration | | | | Association if Table A is being adopted unmodified. If |
| Company formation Form 12 is a statutory declaration | | | | the Articles are not submitted a letter has to be sent |
| that all legal requirements relating to the incorporation | | | | with the application stating that Table A without |
| of the company has been complied with. Companies | | | | modification is being adopted. It is easier to simply send |
| House form 10 declaration can be signed by a solicitor | | | | the unmodified Table A. If Table A is adopted without |
| engaged in the company formation or a person named | | | | modification at least two directors must be appointed. |
| as director or secretary on form 10 under section 10 of | | | | Proposed companies with a single director should |
| the Companies Act 1985. The Declarants signature | | | | submit a modified Articles of Association to reflect the |
| on form 12 has to be signed in front of and confirmed | | | | single director and submitted with the other company |
| by a Commissioner for Oaths, Notary Public, Justice of | | | | registration documents. The articles of association |
| the Peace or Solicitor. The date and signing of form 12 | | | | delivered to the Registrar must be signed by each |
| must be after all the other documents are signed and | | | | subscriber of the proposed limited liability company in |
| dated as form 12 is a legal declaration that the details | | | | front of a witness who must attest the signature. |