Resource Centre

[et_pb_section fb_built="1" _builder_version="3.22" da_disable_devices="off|off|off" da_is_popup="off" da_exit_intent="off" da_has_close="on" da_alt_close="off" da_dark_close="off" da_not_modal="on" da_is_singular="off" da_with_loader="off" da_has_shadow="on"][et_pb_row _builder_version="3.25" background_size="initial" background_position="top_left" background_repeat="repeat"][et_pb_column type="4_4" _builder_version="3.25" custom_padding="|||" custom_padding__hover="|||"][et_pb_text _builder_version="3.27.4" background_size="initial" background_position="top_left" background_repeat="repeat"]When you form a limited company, two key roles need to be filled by at least one person in order for the company to be created – a shareholder and a director. Both roles in the company have their individual requirements and responsibilities but these are very different from one another.Here we look at the two different roles and what it means to be one or the other for a limited company:Being a Company DirectorThe role of company director might sound like an impressive title to hold and it certainly looks good on your C.V. but it isn’t a title without any duties. In fact, the company director has the most responsibilities within a limited company and for this reason, you must be at least 16 years old before taking up the role, as well as not having previously been disqualified from taking such a role.To become a director you must not be currently in bankruptcy, unless the court has given permission for you take the role and must not face any government restrictions. Lastly, you must not have been restrained by a court from becoming a company director.Company Director responsibilitiesAssuming you fulfil the above requirements, then you can become a company director without hesitation. If you take up the role, then you will have the following responsibilities:

• Ensuring that any information requested by Companies House is provided, such as annual accounts and tax returns
• Act within the rules laid out by the Articles of Association
• Answer to the shareholders of the company
• Promote the success of the business
• Act with diligence, care and skill in all of the business dealings
• Avoid or declare any conflict of interest
• Look after health and safety of employees of the company
• Organise any credit and enter credit agreements on behalf of the company

These duties are laid out under the Companies House Act of 2006 and if you fail to comply with legal and regulatory ones, such as submitting company accounts, then you can be prosecuted as it is a criminal offence not to comply with these rules.Director’s addressAnother aspect of becoming a director is that you must give an official address as part of the company formation paperwork. This address is then logged on a public register where anyone can see it, alongside your business address.Some directors prefer for their home address not to be a matter of public record, so for this reason they choose to use a director’s service address such as the one offered by Your Virtual Office. This allows you to use our prestigious central London address as the director’s address rather than your own personal home address and prevents people from finding out where you live.Using our London address can also add gravitas to your business, especially for new companies looking to establish a credible reputation in the business world. It can look very professional on your company stationary. The directors service address package includes forwarding of all your important statutory mail for the duration of your contract.Being a shareholderThe other main role required to establish a limited company is that of the shareholder and each company needs to have at least one shareholder when formed. Shareholder can also be known as members depending on the format of the company selected.A shareholder can be a person, a group of people, a partnership, another company or even another kind of organisation or corporate body. A shareholder can also become the director of the company – you don't have to be one or the other, you can hold both roles.On the whole, shareholders don’t usually get involved in the day to day running of the company or become involved with their financial affairs, but shareholders do carry some responsibilities. These include:

• Investing financially in the business (at least £1 to be a shareholder)
• Receive a portion of profits relating to their shares
• Contributing to any company debt in proportion to their shares
• Helping choose a director and deciding on director’s powers as well as their salary
• Authorising the transfer of shares
• Names of all the shareholders in a company are part of the public record along with a contact address, though the shareholder can appoint a nominee if they wish to keep their personal details off the public record.
• Shareholder agreement

Shareholders normally agree to a shareholder agreement which isn’t a legal requirement but is legally binding once signed. It defines the responsibilities and rights of the shareholders, alongside how the company is managed and decisions made. It can cover issues such as the appointment and removal of secretaries and directors, their salaries, restrictions and procedures relating to issuing and transferring shades and even changing the structure or nature of the business.The document is private and not entered into the public record. It can be created with a solicitor at the time of the company forming or at a later date. A copy should be retained on the business premises and by all shareholders if required.[/et_pb_text][/et_pb_column][/et_pb_row][/et_pb_section]

There are a number of forms that a business is required to complete on an annual basis, and there are some that are required more often than this. These forms are issued by HMRC and need to be completed accurately or the business could face a penalty in the form of a fine. The good news is that there is also guidance available for each form to help you know what you need to complete and when.

CT14G – Corporation Tax

The CT14G form is sent when Companies House notifies HMRC that a new company has been formed. This form collects all the information that HMRC requires to get tax affairs into order for the new business and all relevant sections of the form are required to be completed in full. The form is completed if the business has had any activity and can also be used to notify of a dormant company that has been formed, but it is not yet trading. If the company is using an agent, this can also be advised on the form.

Information you will need to complete the form:

• Date of company formation (this is the start of the first accounting period for the business)
• Company name
• Reference from Companies House when company formed
• Address of the principle place of business if different from the registered address provided to Companies House
• What the company does
• The date the company draws up its accounts
• Details of the person the business was bought from if relevant
• Name and address of all directors
• Details of an agent if one has been appointed
• PAYE office and reference number if relevant
• Copy of Memorandum and Articles of Association
• Details of Charity Commission registration if the business is a charity
• Corporation Tax - Dormant Company

If you are submitting form CT14G and stating that the company is to be held dormant and therefore not making any income at this stage, then you will need to complete the Dormant Company Section of the CT14G form. This takes down information such as when the company will become active if known, if the company is a shelf company and if the company was formed to protect a company name with no intention of becoming active etc.

Filing Dates

Companies House and HMRC set the due dates for filing in different ways. You will have an 'Accounting Reference Date' given to you by Companies House, which is normally the last day of the month in which your company was incorporated. So for example if you formed your company on the 6th August, your Accounting Reference Date will be 31st August the following year.HMRC will give you an 'Accounting Period' for your company tax return and corporation tax. This usually begins when you start your business, and will end on your Accounting Reference Date.As a director of a limited company it is your job to legally submit a Self Assessment of your personal finances to HMRC on an annual basis. Your self-assessment return will be due by 31st January each year, but you can choose to file once you have your p60 from the previous tax year. Most tax advisors will recommend that you submit your self-assessment sooner rather than leaving it until closer to the deadline. HMRC are well known for being very busy during tax season, so if you have any queries regarding your self-assessment, it will be more difficult to get through close to the submission date.

P60

Your P60 is a summary of what salary you have paid yourself through your limited company. It will also show what tax has been deducted from the previous tax year. Your P60 is an important piece of information that you should keep secure. You may find your will need your P60 for completing the following paperwork:

• Completing a Self Assessment
• Loan or mortgage applications
• P11D form
• Reclaiming overpaid Income Tax or National Insurance
• Tax credits applications

A P11D is a form that list the details of any benefits and expenses claimed during the past tax year between 6th April – 5th April. You are required to submit this form to HMRC each year for the following people:

• All directors and employees of the company who earn over £8,500 per year
• Any director own owns more than 5% of shares in the company
• Even if your company only has one director (i.e. you) you still have to file a P11D.

Annual return/Confirmation Statement

Your annual return/confirmation statement is separate from your annual accounts. Your annual accounts contain mostly financial information, but your annual return/confirmation statement is more like a snapshot of your company that contains more general company information. As of the 30th June 2016, all registered companies are required to submit an annual confirmation statement – a new submission that has replaced the annual return.

CT600

You must file a CT600 return to HMRC once a year. This form contains details of your company’s income minus any tax allowances and expenses. The remaining figure after deductions will be your profits. Once your profits are known, HMRC will then calculate how much Corporation Tax your company owes. Your first Corporation Tax return is due 12 months after your first year end. There is a very useful guide to help you complete your Company Tax Return here.There is a full list of HMRC Corporation Tax Forms and associated guides here:https://www.gov.uk/government/collections/corporation-tax-forms

When you are starting a business and are looking to form a company, one of the most popular types of business to create is a Limited Company. But what is a limited company and what information is needed to form one? Here at Your Virtual Office, our guide to forming a limited company can help you to gather together the necessary information and we can even take over the process for you to save you a lot of time, effort and worry about doing things right.

What is a Limited Company?

A Limited Company is a registered organisation for your business and is responsible in its own right for everything that it does as well as its own finances, meaning that all transactions are kept separate from the personal finances of the person or persons who founded it. Profits made by this business are owned by the company itself, not the individual who owns or runs it, and it is responsible for paying Corporation Taxes on it's profits before any proceeds can be split among those involves with it.A limited company has members – these are either people or organisations who own shares in the company. It also has directors, the people who are responsible for the day to day running of the company. Directors can also own shares but aren’t required to in order to be a director.

Types of limited company

There are a number of types of limited company that have slightly different formation processes. The most common is called ‘limited by shares’. What this means is that shareholders responsibility for financial liabilities of the company are limited by the value of the shares that they own in. Shareholders will not have their own personal finances or property put at risk should the company get into financial difficulties.An example would be a company that issues 100 shares at £1 each. Two shareholders have 50 shares each and have paid in full. If the company fails, the most these two shareholders would have to pay towards any outstanding debts would be £50 each as this is the value of the shares they purchased. In addition, company directors are not held personally responsible for any debts that the company builds up and don’t have to pay back any company debts as long as they have done nothing illegal.Another type of limited company is a ‘private company limited by guarantee’. This is normally used by not for profit companies such as sports clubs, schools, charitable organisations, fund raising organisations and community groups. This is where the members would financially back the company with a small nominal amount of money that would go towards paying off the debts should the company fail. Members would contribute on the knowledge that they wouldn't expect to see any returns on their investment. All profits made by the company would be reinvested back into it and used in its upkeep.Finally, a public limited company is a company trading on the London Stock Exchange or similar public market. Shares would be open for purchase by the public with the aim of making a profit.

Why opt for a limited company?

One of the main reasons for deciding to become a limited company rather than any other option is that the liabilities for the owners are restricted. The sad fact is that businesses do fail, despite the best efforts of those involved. By creating a limited company, you limit the liability for those involved financially. Knowing that your liabilities are limited in this way can give you great peace of mind should something unexpected happen to the company in the future.There is also a fantastic confidence boost to be had from forming a limited company. The legal identity of the company gives great prestige to your business dealings. The flexibility of a limited company means that it ensures that those involved with the company can change over time without it impacting on the business. Should the company lose a director through retirement or death, then the company will still be able to carry on trading in its own right.There are also some tax benefits open to limited companies that are not available to sole traders.Finally, forming a limited company is quite straightforward, especially when you use a company formation service such as ours. With our help, you can have your business up and running in as little as four hours during any normal working day once the required information is provided.

Forming a limited company

To create a limited company, you need to register your business with Companies House in London. There are several pieces of information that are required as part of this process. You can undertake to do this yourself or you can use our Limited Company Formation service.The following information is required to form a limited company:

• Company name
• Address for the company
• One director and one shareholder minimum
• Memorandum of association
• Details of the company’s shares and anyone with 25% or more control of the company
• Articles of association
• SIC code

You will also need a business account to use for the business that is established before the company is formed. Tax registration is required once the company is formed and a system put in place to record accounts during the year for tax and management purposes.

Company name

The name of the company is a little more complicated than it may first sound. Many people want to call their company after themselves or their location, often wanting to featuring their trade or industry too. but there are stipulations about company names that you have to be aware of. These include not naming your business the same or ‘too alike’ to another company. There are also rules about certain words that cannot be used including ‘royal’ and ‘queen’. Companies House have a full database of what wording you cannot use in your company name and you can check with their Company Name Checker to see if the name you would like to use is available.

Registered Office Address

The registered office address of the business can be where the business is based and where you operate from, your home address or a specific address somewhere else that you have permission to use. This address will be on the public register at Companies House and fully viewable by the general public, so some people prefer not to use their own home address.A registered office address service such as the one provided by Your Virtual Office can allow the business to use our address in London as its registered address.

Memorandum and articles of association

The memorandum of association is an agreement that all shareholders agree to that is a legally binding statement around the formation of the company. Likewise, the articles of association are the rules that govern the company and stipulate how the business will operate. It also includes information about how profits are divided up and what happens if the business is sold.

SIC code

The SIC code (Standard industrial classification of economic activities) is provided by Companies House and details the industry that the business will operate in.

Company formation process

Once this information is gathered together, the process of forming the company can begin. Most of this can be done online via the Companies House website, or you can use a company formation process to ensure that the process will be carried out correctly.Your Virtual Office’s company formation process involves completing an online form via our website where we can collect all the required information needed to form your company. We will then confirm with you and review all the information to ensure it is correct and accurate. If you get stuck on anything or are unsure of what information to provide, don't worry – we are here to help you with some free guidance should you need it. Once the information is verified, we can complete the process of forming your company and provide you with the documents that you will need to keep. These include:

• Certificate of incorporation
• Copies of the memorandum and articles of association
• Minutes of the first meeting
• Share transfer paperwork
• Copies of all the Companies House forms for your records
• You can then consider any additional services you may require from us including registered office service, mail handling and call answering services.

What happens following formation?

Once you are incorporated, you will be required to prepare your statutory financial accounts each year and submit these to Companies House, along with a Confirmation Statement (this used to be called the Annual Return). If your company is trading and not registered as dormant, then you will need to send HMRC your company tax returns and financial accounts. You will be liable to pay the current rate of corporation tax on your taxable profits.

Whether you have physical premises or are an online business, offering ways for customers to contact you is always important. The more options you offer, the happier customers will be but the greatest number will still choose to contact you via the telephone. But answering these calls isn’t always the easier thing, and important or valuable calls can often be missed.You may have to work remotely for a time where accessing a phone network is impossible, or you may spend a large amount of your time in business meetings, conferences and demonstrations where it would be inconvenient for you to take your calls. This is why Capital Office offer a trustworthy and convenient solution for you in our personalised call answering service.

Professional service

For many businesses, being able to have their calls answered promptly in a professional manner is a huge benefit for their reputation and their bottom line. When you are a small business or perhaps have a busy workplace where phone calls are difficult to take, having someone away from the premises to answer your calls can be a crucial part of your customer service plan. Therefore, we created our call answering service for just this reason.Our call answering service offers unlimited call volumes and the calls are answered in your own business’s name. This means customers don’t realise they are ringing a call answering service but think they are speaking to the company receptionist or your personal secretary.All the conversations are kept private and run through a secure system so there’s no concern about customers divulging personal or financial data. Sales calls can be taken and any important calls forwarded to a mobile number of your choice to continue the conversion yourself.The team answering your calls are based in our London offices and absolutely no outsourcing is used. Outside of business hours there is a customised voice mail service available to take your calls 24 hours a day and you can choose your own greeting for this as well as how your calls are answered. Once a call has been answered, it can also be forwarded to your business phone system and there is a private pin protected message service so that only you and your chosen employees can access messages.

Why use the service

As well as offering the professional call handling service that every business needs, our call answering service also screens calls to save you precious time. Sales calls from other businesses are a part of every day life and may be of some interest to you, but often come at the wrong time. Sometimes these calls may not be ones that you are interested in taking. Using our call service allows you to have these calls screened and either forwarded or rearranged as required.All of our call handlers are native English speakers and will have enough basic background information about your business to be able to conduct a polite and professional conversation with your callers. This means that our service offers the highest standard of professionalism and practicality while saving you the cost of having a full-time permanent secretary or receptionist working on your premises.

Setting up the service

Setting up your call answering service couldn't be simpler! You can set up the service by completing the online form. We have different packages available to suit your requirements, ranging from one to twelve month deals so you can use the service for as long as you require.The set up process takes around 5 minutes and once payment is complete, your personalised call answering service starts within one working day. We will also collect information about your business and all the relevant forwarding data we need. A unique 0207 or 0203 number will be allocated for you to issue to your clients and to use on your contact media, and we will give you your message pin and other essential data immediately.

Full Call Answering Features

• Unlimited Volume of Calls
• No Hidden Call charges
• Calls taken in your name
• Choose your own greeting
• Lowest Prices Guaranteed
• No Setup Fees
• Private & Confidential
• Instant Activation – Start Using Today
• Completely private and secure for all clients
• Unique 0207 or 0203 London Number
• Professional Call Handling
• Forward Calls to your mobile
• Caller questions answered
• Sales calls taken
• London Based PA
• Can take number with you
• Native English Speakers
• Calls Screened
• Award Winning Service
• Real London based team – no outsourcing
• Messages forwarded onto you
• Calls routed live to your phone after PA handling
• 24 Hours customised voice mail
• Private Pin Protected Messages