How to set up a uK establishment of an overseas company in the UK

Liability: The UK establishment is not a separate legal entity: liability is that of the overseas company under its home law, so it can be limited or unlimited.

Minimum capital: None for the UK registration (the overseas company's home law governs its capital)

1. 1

   Check you need to register

   Register when the overseas company has a place of business or branch in the UK. Independent agents and occasional locations such as a hotel do not count. Partnerships, limited partnerships, unincorporated bodies and government agencies cannot register.

2. 2

   Plan for the one-month deadline

   File the registration documents within one month of opening the UK establishment.

3. 3

   Choose the company and UK establishment names

   Use the overseas company's corporate name, or an alternative name. UK name rules ('same as' names, sensitive words, restricted expressions) apply, and a later name change costs £30 (paper).

4. 4

   Verify the directors' identities

   All overseas company directors must verify their identity (GOV.UK One Login or an authorised corporate service provider). Give each director's Companies House personal code when registering.

5. 5

   Get certified copies of the constitution

   A certified copy of the charter, statute, memorandum and articles or equivalent, with a certified English translation if needed. A director, secretary or permanent representative can certify.

6. 6

   Get the latest accounts

   If the company must prepare and deliver accounts under its home (parent) law, include a copy of the latest accounts with a certified English translation if needed.

7. 7

   Complete form OS IN01

   Provide the company and UK establishment details, its directors and secretary, and the people authorised to represent the company or accept service of documents.

8. 8

   Post OS IN01 with the £124 fee

   Send the form, certified documents and a £124 cheque to Companies House. Applications without the correct fee are rejected.

9. 9

   Register for UK taxes

   Check HMRC's rules for the UK branch on Corporation Tax (generally within 3 months of starting to trade), VAT and PAYE; the overseas company still files its accounts at Companies House.

• Form OS IN01 (Application to register a UK establishment of an overseas company)
• Certified copy of the constitutional documents (charter, statute, memorandum and articles), with certified English translation if needed
• Latest accounts, with certified English translation, if the company must prepare and deliver accounts under its home law
• Companies House personal code for each director (identity verification)
• Address and details of the UK establishment
• £124 cheque payable to 'Companies House'

• File the overseas company's accounts with Companies House: within 3 months of the date the documents must be disclosed under the home law (form OS AA01), or accounts under UK rules if not required at home.
• If the UK establishment was registered earlier: confirm all directors have verified identity on form OS VS01 by the anniversary of the establishment's registration or opening (Companies House guidance words it both ways).
• Tell Companies House about changes to the company or UK establishment.
• Register with HMRC for Corporation Tax, VAT and PAYE as applicable.
• Follow the UK trading disclosure rules (name display) for the establishment.

• Accounts to Companies House within 3 months of the date they must be disclosed under the home law (online package accounts £50; paper £110).
• Companies not required to prepare and disclose accounts at home still deliver accounts to Companies House, using an accounting reference date set at registration (month end of the UK establishment date).
• Tell Companies House of changes (directors, name, constitution, accounts requirements).
• Confirm director identity verification where due.