What
is a Limited Company?
A company is an amalgamation of two or more persons to form
a separate legal entity for the purposes of carrying out their
agreed objectives. A limited company is a company that limits
the personal liability of its members. In case of a private
liability company the people who combine to form the company
normal act as the directors and secretary and so are responsible
for managing the company. They can also be shareholders, each
taking an agreed proportion of the shares. The company is treated
as a separate legal entity in law. It can carry on business,
enter into contracts, own property and assets and incur liabilities.
There must always be two shareholders.
The company will continue in existence until its members
voluntarily liquidate it or are forced into liquidation by
its creditors. It can also be dissolved.
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What are Directors, Secretaries
and Shareholders?
The directors and secretary (or officers), manage the company.
The shareholders (or members) own the company. A private company
can have a sole director but he/she cannot also be the secretary.
Where there is more than one director, one of the directors
may act as secretary. There must be at least two shareholders
who take at least one share each.
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What is Authorised Shared
Capital?
This is only a nominal value for convenience of distribution
of shares. Your company can be formed with a nominal capital
of £100.00 divided into 100 ordinary shares of £1
each. This should be adequate for most purposes, but it can
be increased at any time. Only those shares allotted need
be paid for i.e. a minimum of two £1 shares.
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What is a Registered
Office?
Every company must have a Registered Office in the country
of its incorporation where notices can be served. This need
not be the primary place of business. This is the “legal”
address of the company, and the only address listed at Companies
House, regardless of the size of the company. Any legal notices
or tax notices must be served on the Company at its Registered
Office.
A Nameplate displaying the company’s name should be
displayed at the Registered Office. We can act as your Registered
office if instructed.
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What are a Companies main
objects?
The objects of the company and its rules of conduct are set
out in the Memorandum and Articles of Association. The Memorandum
and Articles of Association of the company are very important
as they form the legal basis on which your company is built
and govern the trade and conduct of the company.
We have prepared these very carefully with the company objects
wide in their scope to empower the company to carry on most
types of business. These standard general objects are used
in all our companies. However, if you require a specially
drafted objects and clauses we can supply this.
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