Setting up a Ltd Company

[StevenBrown]

Hi I am new to this forum and new to setting up a business, so apologies in advance if i have posted this in the wrong section or asked something that is answered elsewhere.

Basicly there a 2 of us wanting to set up a ltd company in the construction industry. we will both be putting exactly 50% and both be working from our home addresses. So here's what I need to find out.

Can you register a Company at 2 addresses? And if it is registered at one address, does one person benefit more than the other.

Do we need a secretary? and what is the role and gain of been the secretary?

Do we need a legal partnership aggreement writing up?

What would happen if one of the partners decided to sell there 50% or was not doing there share?

Any information would be a great help, as when i read the documents online it is hard to get a straight answer, direct to the point :|

 

[ScotComp]

Have you looked at setting up a LLP rather than a Ltd company?

Have a look at this for LLP companies - click here

For Ltd company details look here

To answer your questions, you can only have one registered office there is no benefit it's just where the company can be contacted. You don't need a secretary unless the company's articles contain detail of a secretary. The documents you need are the form IN01 to register a company, memorandum of association and the articles of association, the links above explain it all and what the documents cover.

 

[StevenBrown]

Thanks for the reply, do you know if we have to contact a solicitor regarding a legal agreement, or is there a general ruling for a Ltd Companies

 

[ScotComp]

There are a number of company formation services out there who can assist and will be a lot cheaper than a solicitor however they obviously won't be able to offer the same advice a solicitor could offer you.

 

[KM-Tiger]

Thanks for the reply, do you know if we have to contact a solicitor regarding a legal agreement, or is there a general ruling for a Ltd Companies

You would do well to contact a solicitor to draw up a Shareholders' Agreement which would cover all eventualities with the shares like one shareholder wanting to sell out, etc. You also need to cover illness, death etc. Morbid I know but much better to know what will happen should disaster strike.

You also need to be aware of the danger of exact 50/50 splits. If you cannot agree about something, how will a decision get made? The risk is stagnation as no decision gets made and the company tumbles into oblivion.

 

[MyAccountantOnline]

To answer your questions -

Can you register a Company at 2 addresses? And if it is registered at one address, does one person benefit more than the other.

No a company has one registered office - its the address where all official documents are served and where documents/reminders/fines from Companies House will be sent. I wouldnt say one of you will benefit by using your home as a registered office. (probably the opposite)

Do we need a secretary? and what is the role and gain of been the secretary?

No - not any more in the past a limited company had to have a secretary but not any more.

Do we need a legal partnership aggreement writing up?

No because its a company not a partnership, but a shareholders agreement would be a very wise investment.

What would happen if one of the partners decided to sell there 50% or was not doing there share?

You need to have provisions in the shareholders agreements for matters such as this.

 

[JamesMartin]

You would do well to contact a solicitor to draw up a Shareholders' Agreement which would cover all eventualities with the shares like one shareholder wanting to sell out, etc. You also need to cover illness, death etc. Morbid I know but much better to know what will happen should disaster strike.

You also need to be aware of the danger of exact 50/50 splits. If you cannot agree about something, how will a decision get made? The risk is stagnation as no decision gets made and the company tumbles into oblivion.

Going to a solicitor is going to be much more expensive than getting a standard company set up from a formations website - but it is probably worth it. Especially as KM-Tiger has said with regard to the 50/50 split.

Have learnt from experience unfortunately

 

[Lancelot]

I wouldnt say one of you will benefit by using your home as a registered office. (probably the opposite)

I agree. If you use your (of your business partner's home) as registered office you may end up having to pay business rates instead of council tax and electricitry/water/gas as business tariffs instead of domestic ones.

No - not any more in the past a limited company had to have a secretary but not any more.

So, you can form a company now without a company secretary?

 

[MyAccountantOnline]

I agree. If you use your (of your business partner's home) as registered office you may end up having to pay business rates instead of council tax and electricitry/water/gas as business tariffs instead of domestic ones.

I think that would be very unlikely just for someone using there home as a registered office address.


So, you can form a company now without a company secretary?

Yes thats correct - just one director needed now.

 

[mat@msg]

You may find this helpful: http://www.setting-up-a-limited-company.co.uk/

 

[StevenBrown]

Thanks to everyone who has answered my questions, I really appreciate your time and help
You never know, one day I might be able to answer a question posted.

 

[ScotComp]

So, you can form a company now without a company secretary?

It changed in 2008.

 

You have effectively answered your own question regarding Shareholders agreement with your subsequent question.

my advice here would be to download a standard agreement ant thrash out individual points between yourselves - this could be a long process (you might well fall out on a few points - better ow than later_). It might then be a good idea to get it legally endorsed.

 

[alanjacks]

Can you register a Company at 2 addresses? And if it is registered at one address, does one person benefit more than the other.

[FONT=&quot]You can only register at one address. No benefit of one having it and the other not.[/FONT]

Do we need a secretary? and what is the role and gain of been the secretary?

[FONT=&quot]Secretaries are no longer required by law. Traditional there role was dealing with correspondence from companies house and filing any changes to the company – things like name change resolutions, board meetings, tasking minutes, filing of the annual return. Between you and your accountant this can all be covered.[/FONT]

Do we need a legal partnership aggreement writing up?

[FONT=&quot]Not legally, however this is always beneficial to have in case of any issues. It can be used to determine profits, and even a exit strategy.[/FONT][FONT=&quot]
[/FONT]

What would happen if one of the partners decided to sell there 50% or was not doing there share?

[FONT=&quot]Again this would need to be specified in the agreement, without anything formal there is no consequence. Selling the shjares will be a personal agreement between the the buyer and seller and again this can be determined in the agreement.[/FONT]