England
General Information
Area – 243,610 sq. km
Population – 64.1 million people
Capital – London
Official languages – English
Official currency – Pound Sterling (GBP)
Key Aspects
Great Britain signed treaties for the avoidance of double taxation with more than 150 countries.
A special licence is required to provide banking and insurance services. Great Britain is highly ranked in the world in terms of the number of organisations and companies incorporated on its territory. Starting a company in England is a relatively streamlined process. You will not find the United Kingdom in any list of offshore countries; respectively, the companies incorporated there are not considered to be offshore. On the contrary, foreign representatives consider British firms to be quite reliable partners.
Company Type
The most popular company types in Great Britain are as follows:
– a British Limited Liability Company (LTD) is the most popular company type in Great Britain. This legal structure allows a company to apply for a VAT number given that it has its nominal value.
– a British Limited Liability Partnership (LLP) – this legal structure makes it possible to legally avoid payment of the corporate tax in Great Britain given that a company is managed by foreign partners. In this case the corporate tax is paid at the place of tax registration of partners.
– a British Limited Partnership (LLP) – this legal structure makes it possible to legally avoid payment of the corporate tax in Great Britain given that a company is managed by foreign partners. In this case the corporate tax is paid at the place of tax registration of partners.
Corporate Legislation
- Companies Act 2006
- Limited Liability Partnership Act 2000
- Companies Act 1985
- Limited Partnership Act 1907
Main Requirements for Company Directors and Shareholders
British Limited Liability Company (LTD):
There should be at least one director in a company. Nominee directors are allowed to be used. Directors may be residents of any country. Director must be a natural person. There should be at least one shareholder in a company. Nominee shareholders are allowed to be used. Shareholders may be residents of any country. Shareholders may be both a natural person and a legal entity.
British Limited Liability Partnership (LLP) and British Limited Partnership (LP):
Both structures are managed by partners. There should be at least two partners. Nominee partners are allowed to be used. Partners may be residents of any country. Partners may be both a natural person and a legal entity.
Important Information
On 30 June 2016, a package of measures for Small Business, Enterprise and Employment (SBEE) Act came into force which is better known on the Russian market as the law On Disclosure of Beneficiaries. This law (the latest version is available at httpss://www.gov.uk/government/collections/small-business-enterprise-and-employment-bill) binds all British companies with the legal structure LTD and LLP to file persons with significant control with the British Companies House during incorporation and annual service.
Attention! This law does not apply to the British limited partnerships! Such companies do not file reports and do not specify persons with significant control as before.
What has changed?
A clause on a person with significant control was added in the register. Such person is deemed to be a person meeting one or several conditions given below:
– owns more than 25% of shares in a company
– holds more than 25% of the voting rights in a company
– has the right to appoint or remove the majority of the directors
– has the right to exercise significant influence or control over a company or already exercises influence or control over it
– has the right to exercise significant control over a trust or company that meets four conditions listed above.
How will it work?
As you can see from the above conditions, there may be no person with significant control due to a failure to meet any of the listed conditions (Annex NOPSC).
During incorporation and in the first year of work of a company there is an option not to specify/ not to know the person with significant control (Annex NOPSC).
If such a person exists, his or her data will be visible in the register on the company’s page under the bookmark People, Persons with Significant Control.
During incorporation /renewal of the companies with the legal structure LTD and LLP, we will ask you whether in your company there is a person with significant control; if your answer is positive, you are to provide the information as follows:
– scan of his or her passport
– residential address (in Latin letters)
Authorised Capital
LTD: The standard share capital is GBP 1,000 divided into 1,000 shares with par value of GBP 1 each. Solely registered par value shares are allowed to be issued.
LLP, LP: There are no requirements as to the mandatory payment of the company capital.
The authorised capital of a company is specified according to a resolution. There is no minimum or maximum authorised capital stipulation.
Accounting
A British Limited Liability Company (LTD) and a British Limited Liability Partnership (LLP):
A company must file the annual return every 12 months.
Annual accounts are submitted once a year.
A British Limited Partnership (LP):
Annual accounts are not filed if a company works outside Great Britain and its partners are non-residents.
Taxation
Value added tax – 20%
The corporate tax rate of a British Limited Liability Company (LTD) is progressive ranging from 21 to 29.75%:
for profits not exceeding GBP 300,000 – 21%
for profits ranging from GBP 300,00 to GBP 1,500,000 – 29.75%
for profits over GBP 1,500,000 – 28%
A British Limited Liability Partnership (LLP) – corporate tax is paid at the place of tax registration of partners.
A British Limited Partnership (LP) – corporate tax is paid at the place of tax registration of partners.
Questions that need to be answered to prepare incorporation documents
- Passport details of the founders (and scans of the partners’ incorporation documents in case of an LLP, LP)
- Passport details of the directors
- Photocopy of the ID pages of the founders’ and director’s international passports
- Types of the firm’s activity
- Utility Bill of the directors and founders, current email addresses and phone numbers
- Several proposed firm names