Legal Commentary

German Nationals Forming a UK Company

By Andis Kaulins

German Nationals Forming a UK Company

Forming a private limited company in the UK is a simple process and has a low set up cost. If you are intending to trade in the UK, it appears to your customers and suppliers as though they are dealing with a UK based entity.

As the shareholder and/or director of the company you can remain ordinarily resident in Germany. There are no residency requirements for the first subscribers, subsequent shareholders or directors of an English private limited company and directors and secretaries of private limited companies are not required to have any particular qualifications.

A private limited company can be formed with one director (who must be at least 16 years old) and one shareholder and there is no minimum or maximum share capital requirement (public companies do have capital requirements).

UK companies are required to have a registered office in the UK to act as a contact point for the people that the company deals with and to which official notifications can be sent. However, it is relatively cheap and painless to engage a registered office service provider to give you a UK address and to forward post to you. You can even use this address as the service address for directors and the residential address of the directors can remain private.

There are certain minimum maintenance requirements for a UK private company. It must file an annual return to Companies House setting out the current directors, secretary (if it has one) and its current capital and shareholder position, although this is a fairly simple task. The company will have to keep accounts based on requirements prescribed by UK legislation and to file these with Companies House (although the extent of the filing is relaxed for small companies). The company has to keep certain registers such as directors, secretary, shareholders and charges. These registers must be available for inspection at its registered office.

Finally it is possible for the company to be incorporated and registered in the UK but to be resident for tax purposes in Germany under the relevant double tax treaty. You should seek specific advice on this from a tax adviser if this is your aim.

You may need an apostille certificate if you need to present the company?s UK documents in Germany or other country that recognises the Hague Convention. This will usually avoid a German authority questioning the authenticity of the UK documents. Again this can be arranged at fairly minimal cost if you find it necessary.

In summary, forming a company in the UK is a painless, low cost process. There are also no residence requirements for the officers or shareholders of the company, and there is no minimum share capital requirement.

Jamie Hunt, Legal Clarity Ltd

The information provided in this article is intended as a general guide only. It is not exhaustive or tailored to your individual circumstances.

Full post as published by LawPundit on March 04, 2010 (boomark / email).