Banking

Limited Company Guide UK — How to Set Up and Run a Limited Company

Everything you need to know about setting up a UK limited company. Formation, directors' duties, tax, dividends, Companies House, and the advantages over sole trading.

Setting up a limited company is one of the most important decisions for UK business owners and self-employed professionals. It offers tax efficiency, limited liability, and professional credibility — but comes with additional responsibilities.

Types of Limited Company

Type Description Best For
Private limited by shares (Ltd) Most common; shareholders own the company Most businesses and freelancers
Private limited by guarantee Members guarantee a set amount Non-profits, clubs, community organisations
Public limited company (PLC) Can sell shares to the public Large companies (not usually relevant here)
LLP (Limited Liability Partnership) Partnership with limited liability Partnerships (e.g., two or more professionals)

Setting Up

Steps to Register

Step Action Cost
1 Choose a company name Free
2 Register with Companies House £12 online / £50 post
3 Appoint directors (minimum 1) Free
4 Issue shares Free
5 Registered office address Free (can be your home)
6 Memorandum and Articles of Association Standard template is free
7 Register for Corporation Tax (within 3 months of trading) Free
8 Open a business bank account Free–£10/month
9 Register for VAT (if turnover will exceed £90,000) Free

What You Need

Requirement Detail
Company name Must be unique (check Companies House register)
Registered office UK address for official correspondence
Director At least one (must be aged 16+)
Person with Significant Control (PSC) Anyone controlling 25%+ of shares or voting rights
SIC code Standard Industrial Classification code for your business activity
Share structure At least 1 share (typically 100 ordinary shares at £1 each)

Director’s Responsibilities

Duty Detail
File annual accounts Within 9 months of year end
File confirmation statement At least annually (£13)
File Corporation Tax return Within 12 months of year end
Pay Corporation Tax Within 9 months and 1 day of year end
Maintain statutory registers Members, directors, PSCs
Keep accounting records 6 years minimum
Act in company’s best interests Fiduciary duty

Tax Structure

Tax Rate (2025/26) When It Applies
Corporation Tax 25% (19% for profits under £50,000) On company profits
Marginal relief Effective rate 19–25% Profits £50,000–£250,000
Dividend tax 0% (£500 allowance), then 8.75%/33.75%/39.35% When you take dividends
Income tax on salary Standard PAYE rates On any salary drawn
Employer’s NI 15% above £5,000 threshold On salary above threshold
VAT 20% (standard) If VAT registered

Optimal Salary and Dividend Strategy

Component Amount (Typical 2025/26) Why
Salary £12,570 (Personal Allowance) Tax-free, but NI applies above £5,000
OR Salary £5,000 (NI threshold) Minimises Employer’s NI
Dividends Remaining profit after Corporation Tax Lower tax rates than salary

Tax Comparison: Sole Trader vs Limited Company

Profit Level Sole Trader Tax + NI Ltd Company Tax (salary + dividends) Saving
£30,000 ~£5,800 ~£4,500 ~£1,300
£50,000 ~£12,000 ~£9,500 ~£2,500
£75,000 ~£20,500 ~£16,000 ~£4,500
£100,000 ~£29,500 ~£24,000 ~£5,500

Approximate figures — actual savings depend on individual circumstances.

Advantages and Disadvantages

Advantages Disadvantages
Limited liability protection More admin and compliance
Tax-efficient (salary + dividends) Filing requirements (accounts, CT return)
Professional credibility Accounts are public record
Can retain profits in the company Need an accountant (practically)
Easier to bring in investors/partners Directors’ legal responsibilities
Pension contributions are tax-deductible business expense IR35 rules for contractors

Running Costs

Cost Typical Amount
Companies House confirmation statement £13/year
Accountant £500–£2,000/year
Business bank account £0–£15/month
Accounting software £10–£35/month
Professional indemnity insurance £100–£500/year
Registered office (if using a service) £50–£200/year

Key Dates

Deadline What
3 months after trading starts Register for Corporation Tax
9 months after year end File annual accounts with Companies House
12 months after year end File Corporation Tax return with HMRC
9 months + 1 day after year end Pay Corporation Tax
Within 14 days of quarter end Pay PAYE/NI (if payroll)
Annually File confirmation statement

For more on registering as self-employed, the sole trader alternative, or IR35 rules, see our dedicated guides.