How to set up a public limited company in the UK

Minimum capital: £50,000 allotted share capital (or the prescribed euro equivalent, €57,100), with each share paid up to at least one quarter of its nominal value plus any premium (so at least £12,500 paid up)

1. 1

   Check a plc is the right form

   A plc can offer shares to the public but needs £50,000 allotted share capital, at least 2 directors and a qualified secretary. To convert an existing private company, re-register it as public instead (£124 on paper).

2. 2

   Choose a name ending 'public limited company' or 'plc'

   Welsh companies may use 'cwmni cyfyngedig cyhoeddus' or 'ccc'. The usual 'same as' and sensitive-word rules apply and names cannot be reserved.

3. 3

   Appoint at least 2 directors and a qualified secretary

   At least one director must be an individual and all individual directors 16 or over. The secretary must hold a listed qualification (for example solicitor, chartered accountant or governance professional, or 3 of the last 5 years as a plc secretary).

4. 4

   Verify identities

   Each director verifies via GOV.UK One Login or an authorised corporate service provider and supplies a Companies House personal code; PSCs verify when first added or within 14 days.

5. 5

   Arrange a registered office and registered email

   An appropriate UK address in the nation of registration (no PO boxes) and a private registered email address.

6. 6

   Prepare the memorandum, articles and statement of capital

   Use the prescribed memorandum wording; model articles for public companies exist. The statement of capital must show allotted capital of at least £50,000 (or the euro equivalent) with each share at least one-quarter paid up.

7. 7

   File the incorporation application

   The GOV.UK web service does not cover plcs. Use commercial software (£100; same-day £156 if filed by 3pm Monday to Friday) or paper form IN01 (£124, cheque to 'Companies House'). Confirm the company's purpose is lawful.

8. 8

   Receive the certificate of incorporation

   The company exists from the certificate date but must not trade or borrow yet.

9. 9

   Allot shares and collect payment

   Make sure shares with a nominal value of at least £50,000 are allotted and each is paid up to at least a quarter of its nominal value plus any premium (so at least £12,500 paid in).

10. 10

    Apply for a trading certificate (form SH50)

    Companies House issues it once it is satisfied the minimum allotted share capital is in place. It is an offence to trade or use borrowing powers without it.

11. 11

    Register for tax and open accounts

    Register for Corporation Tax within 3 months of starting to do business, PAYE and VAT as needed, and open a company bank account.

• Memorandum of association (prescribed wording)
• Articles of association (model articles for public companies, or bespoke)
• Statement of capital showing at least £50,000 allotted share capital and the paid-up amounts
• Details of at least 2 directors and a qualified company secretary (the secretary must hold one of the listed qualifications)
• Companies House personal code for every director (identity verification)
• Registered office address (appropriate UK address; no PO boxes) and registered email address (private)
• SIC code(s), PSC details or no-PSC statement, and the lawful-purpose statement
• Form SH50 (application for trading certificate) with details of the allotted share capital, after incorporation

• Obtain the trading certificate (form SH50) before the company trades or borrows.
• Register for Corporation Tax within 3 months of starting to do business, and for PAYE and VAT as needed (VAT threshold £90,000).
• Appoint an auditor: public companies cannot use the small-company audit exemption (general company law; unverified here).
• Keep a qualified company secretary in post at all times.
• Make sure directors (and PSCs) complete identity verification.
• Diarise the confirmation statement and the 6-month accounts deadline.

• Confirmation statement at least every 12 months (£50 online).
• Annual accounts to Companies House within 6 months of the accounting reference date (first accounts within 18 months of incorporation if the first period is over 12 months).
• Company Tax Return within 12 months of the period end; pay Corporation Tax 9 months and 1 day after the period ends.
• Annual general meeting within 6 months of the financial year end (Companies Act 2006 s.336; not covered by the pages fetched, unverified).
• PAYE, VAT and accounts-filing software requirements (from 1 April 2028 accounts must be filed via commercial software).