UK Company Incorporation in Practice: Names, Addresses, Directors and Identity Verification

Introduction:

‍Registering a UK private company limited by shares is usually straightforward as a filing process. The more important work is deciding who will own and manage the company, what rights attach to its shares, which information will appear on the public register and how the company will meet its ongoing obligations. A certificate of incorporation confirms that the company legally exists; it does not confirm that its tax, licensing, ownership or governance arrangements are suitable.

Prepare the incorporation specification:

‍Before submitting an application, founders should agree the proposed name and registration jurisdiction, registered office and email address, intended business activity, directors, shareholders, share classes and constitutional documents. They should identify any people with significant control (PSCs) and confirm the identity-verification route and timing for each relevant person. This turns the online filing into a record of settled decisions rather than a place to make them under time pressure.

Choose and check the company name:

‍A company name must comply with the Companies Act 2006 and applicable naming rules. It cannot be the same as an existing registered name, and a name that is too similar may be challenged. Sensitive words or wording that implies a connection with government or a public authority may require prior approval. A private company limited by shares will generally use “Limited” or “Ltd”, subject to statutory exceptions.

• Companies House registration does not provide comprehensive brand clearance. Before adopting a material trading name, search the Companies House register and relevant trade mark registers, and consider how the name is used in the markets where the business will operate. For an international group, keep spelling and transliteration consistent with passports, corporate records and bank documents.

Select the registered office and email address:

‍The company’s registered office must be an appropriate physical address in the UK jurisdiction in which it is registered. It must be an address where documents are expected to reach someone acting for the company and where delivery can be acknowledged. A PO Box is not sufficient. A service provider’s address may be used with its permission, provided it meets the statutory requirements and can reliably receive and escalate official correspondence.

• The registered office is public and is the company’s official address for service. It need not be the trading premises or the place where directors live. Using a UK address does not, by itself, establish UK operations, central management or tax residence. Companies must also supply an appropriate registered email address and monitor it. The email address is not shown on the public register, but Companies House may use it to contact the company.
• Privacy should be considered before filing. A director’s service address is public; a usual residential address is filed but is not ordinarily available to the public. A director’s name, nationality and month and year of birth are generally visible. Using a home address as the registered office or service address can therefore disclose it publicly. The company should obtain permission for any third-party address and agree who will monitor and forward legal notices.

Choose a suitable SIC code:

‍The incorporation application asks for one or more Standard Industrial Classification (SIC) codes describing the company’s intended activity. The code should fairly reflect the business at the time of filing and should be consistent with its business plan, contracts and bank applications. A SIC code is a classification, not a regulatory permission or tax election. A company must separately establish whether any proposed activity requires authorisation, registration or another licence, and review its code if its business changes materially.

Appoint directors who can discharge their duties:

‍A private company must have at least one director, and at least one director must be a natural person. A director must be at least 16. Directors do not need to be UK-resident solely because the company is incorporated in the UK, but they must be able to perform their legal duties. Those duties include acting within powers, promoting the company’s success, exercising independent judgement and reasonable care, avoiding conflicts and declaring interests.

• Before appointment, founders should confirm each director’s consent and eligibility, agree signing and decision-making authority, and establish how board meetings, records and urgent decisions will be managed. These arrangements matter particularly where directors and operations are in different countries or time zones. A nominee or non-executive label does not remove a director’s statutory responsibilities.

Set the share capital and identify PSCs:

‍A company limited by shares must state its initial subscribers, share classes, number and nominal value of shares, amounts paid or unpaid and the rights attached to each class. A company can be formed with one shareholder and a small nominal share capital; that does not determine the working capital the business needs. Where there are multiple founders, consider voting, dividends, transfers, future investment, dilution and deadlock before allocating shares.

• The articles of association govern the company’s internal rules. The memorandum records the subscribers’ intention to form the company and is generated automatically for an online registration. Model articles may suit a simple owner-managed company, but may not cover investor consent rights, different share classes, founder vesting, transfer restrictions or deadlock. A shareholders’ agreement can address private contractual arrangements, but should be checked for consistency with the articles.
• The company must identify its PSCs and any registrable relevant legal entities. An individual may be a PSC by holding, directly or indirectly, more than 25% of the shares or voting rights, having the right to appoint or remove a majority of directors, or otherwise exercising significant influence or control. Review the actual rights and ownership chain, including trusts, corporate shareholders, voting arrangements and contractual rights. Record the basis for the analysis and update the information when control changes.

Companies House identity verification:

‍Identity verification for directors and PSCs became mandatory on 18 November 2025 under the Economic Crime and Corporate Transparency Act 2023 (ECCTA). A successful check produces a personal Companies House code. Individuals may verify through GOV.UK One Login or, where appropriate, through an Authorised Corporate Service Provider (ACSP), such as an eligible accountant or solicitor registered with Companies House.

• The filing step depends on the person’s role. A new director must provide the personal code as part of incorporation or appointment. An existing director provides the code with the company’s next confirmation statement. A PSC must provide the code within a separate 14-day period whose start depends on whether the person is also a director and when the person became a PSC. Where an individual is both director and PSC, the code must be connected separately for each role. Check the person’s dates on the Companies House register and the latest official guidance; do not assume one deadline applies to everyone.
• Identity verification confirms an individual’s identity for Companies House. It does not determine who is the beneficial owner for every legal purpose, replace an adviser’s AML checks, grant immigration permission or clear sanctions exposure. Overseas founders should allow time for verification, name matching, translations and any evidence requested by an ACSP or other regulated provider.

After registration:

The company should retain its certificate, filed application, articles, initial board and shareholder decisions, share records, PSC analysis and evidence supporting its address arrangements. It must keep company information accurate, maintain statutory and accounting records, file required changes when they occur and submit a confirmation statement at least once every 12 months. The confirmation statement does not replace separate notices of changes to directors, PSCs or the registered office.

Conclusion:

‍A sound incorporation aligns the company’s name, address, activity, ownership, governance and public disclosures. Overseas founders should treat identity verification and public-register exposure as part of the formation timetable, not last-minute administration. Companies House registration creates the legal entity, while tax, licensing, AML, sanctions and immigration questions require separate analysis.

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‍Frequently asked questions :-

Can an overseas person be a director of a UK company?

Yes. A director need not be UK-resident solely because the company is incorporated in the UK. The company must still satisfy its registered office and filing obligations, and the director must be able to discharge statutory duties.

What is a registered office address?

‍It is the company’s official address for service. It must be an appropriate physical address in the relevant UK jurisdiction and is publicly available.

Is the registered email address public?

‍No. Companies House requires an appropriate email address and may use it to contact the company, but it is not shown on the public register.

What does a SIC code do?: It describes the company’s reported business activity. It is not a licence, regulatory approval or tax election.

Who is a PSC?

A person may be a PSC through direct or indirect ownership of more than 25% of shares or voting rights, majority board appointment rights or significant influence or control.

When must a director verify identity?

‍A new director must provide a Companies House personal code on incorporation or appointment. An existing director provides it with the company’s next confirmation statement.

When must a PSC verify identity?

PSC deadlines run in a separate 14-day period. The start date depends on the person’s role and when they became a PSC; check the company register and current official guidance.

Does Companies House identity verification replace AML checks?

No. It verifies identity for Companies House purposes and does not replace separate beneficial-ownership, AML, sanctions, tax or immigration analysis.