Which Country is your Limited Company incorporated in
When a new Limited Company is registered, you will have to select which Country you want it to be incorporated in. You will be given a choice, it will be either:
England & Wales Northern Ireland Scotland Wales
You need to seriously think which is best for the Directors and the company, not just in the short term but also in the future, as there may be implications.
In the last month, we have had a number of applications from people who have registered their UK companies outside England
The main implication is that if you register your company in Scotland or in Northern Ireland – you will never be allowed to move your registered office to England or Wales and this applies the other way around.
If you should ever move to another part of the UK or your company moves to another location, or wish to use the services of a registered office provider or accountant in another Country you will be unable to do so, as they hold separate company registers and are within separate jurisdictions.
Wales has a slightly different arrangement because both England & Wales have the same jurisdiction and only one registry. Therefore, if you choose to register your company only in Wales, you are able to apply to amend the incorporation to include England – using form AD05 at a later date, and vice versa. You can choose to amend your company from England & Wales to just Wales.
The commencement of the Companies Act 2006 on 1 October 2009 has provided a single company law regime that applies to the whole of the United Kingdom. Companies are UK companies rather than GB or Northern Ireland companies, and the same legislation applies to all, but, the requirement to maintain a registered office in Northern Ireland and Scotland will remain.
If you don’t know where your company has been incorporated, Scottish Companies Registration Numbers start with SC and Northern Ireland with NI. For Welsh Companies you need to check the Certificate of Incorporation.
The certificate of incorporation is conclusive evidence that the requirements of the Companies Act 2006 as to registration have been complied with and that the company is duly registered under this Act. The certificate will state:
- the name and registered number of the company
- the date of its incorporation
- whether it is a limited or unlimited company, and if it is limited whether it is limited by shares or limited by guarantee
- whether it is a private or a public company
- whether the company's registered office is situated in England and Wales, Wales, Scotland or Northern Ireland