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Tax & offshore

How to set up a company in the UK (2026): steps, tax & cost

A UK Ltd is one of the fastest, cheapest companies in the world to register online — but it is fully transparent and taxed where it is really run.

By 2026-09-179 min read
How to set up a company in the UK (2026): steps, tax & cost
The short answer

Yes — a non-resident can be the sole director and sole shareholder of a UK private limited company (Ltd) without ever visiting the UK. You can incorporate online through Companies House for £50 (rising to £100 from 1 February 2026), usually within 24 hours. Corporation tax is 19% on profits up to £50,000 and 25% above £250,000, with marginal relief in between.

Overview

The UK private limited company — a 'Ltd' — is one of the easiest and cheapest formal companies in the world to register. You do it online through Companies House, the government registrar, for a £50 filing fee (rising to £100 from 1 February 2026), and most applications are approved inside 24 hours. There is no minimum capital in any meaningful sense: you can incorporate with a single £1 share. A non-resident can be the only director and the only shareholder, and never set foot in the country.

None of that makes a UK Ltd a tax shelter, and it is important to be honest about why. Britain is a high-tax, high-transparency country: corporation tax runs to 25%, the company files public accounts, and the names of directors and beneficial owners sit in a free, searchable register. A UK Ltd is an excellent way to run a real, credible, bankable business — not a way to hide money. If you actually run the company from another country, that country will usually want to tax it too.

Who it's for

A UK Ltd suits people who want a reputable, well-understood European company with cheap admin and access to UK and international clients, banks and payment processors. It is a poor fit for anyone chasing secrecy or a genuinely low tax bill — the register is public and the tax rate is not low.

  • Founders selling to UK or EU customers who want a recognised local entity and a UK business bank or fintech account.
  • Freelancers and consultants who have outgrown sole-trader status and want limited liability and a clean corporate wrapper.
  • E-commerce and SaaS sellers who need a trusted jurisdiction that Stripe, PayPal, Amazon and Apple all accept without friction.
  • Non-residents who want a straightforward holding or trading company in a common-law, English-language system.
  • Not for you if you want anonymity, near-zero tax, or a 'paper' company you run from elsewhere and expect not to be taxed on.

Types of company

Nearly everyone forming a company in the UK uses the private company limited by shares — the 'Ltd'. The other structures exist for specific reasons, but the Ltd is the default for trading and holding businesses.

StructureWhat it isWho uses it
Private limited by shares (Ltd)Separate legal person, liability limited to unpaid share capital; owned by shareholders, run by directors.The default — traders, consultants, e-commerce, holding companies.
Private limited by guaranteeNo share capital; members guarantee a nominal sum. Profits usually reinvested.Non-profits, clubs, social enterprises.
Limited liability partnership (LLP)Partnership with limited liability; taxed transparently on the partners, not the entity.Professional firms — law, accountancy, advisory.
Public limited company (PLC)Can offer shares to the public; minimum £50,000 issued share capital.Larger businesses raising public capital.
Sole trader (not a company)You and the business are the same person; unlimited liability. Registered with HMRC, not Companies House.The simplest start — but no liability protection.

Corporate tax & key taxes

The UK taxes company profits on a tiered corporation-tax scale, not a single flat rate. Figures below are for the financial year to 31 March 2026; always verify the current figure with HMRC before you rely on it.

Tax2026 rateNotes
Corporation tax — small profits rate19%Profits up to £50,000.
Corporation tax — main rate25%Profits over £250,000.
Corporation tax — marginal reliefEffective 19%–25%Profits £50,000–£250,000; each extra £1 in this band is taxed at ~26.5% at the margin. Thresholds divided among 'associated' companies.
VAT20% standardRegistration compulsory once taxable turnover exceeds £90,000 in any rolling 12 months. Reduced 5% and zero rates apply to some goods.
Dividends to non-resident shareholders0% UK withholdingThe UK does not levy withholding tax on outbound dividends — but your home country may tax them.
Interest / royalties withholdingTypically 20%Often reduced by a double-tax treaty; check the relevant treaty.

How to set it up, step by step

  1. Choose a company name that is available and not too similar to an existing name — check it against the Companies House register first.
  2. Line up the roles: at least one director (a real person, 16+), at least one shareholder (can be the same person), and identify any Person with Significant Control (PSC) — anyone owning or controlling over 25%.
  3. Get a UK registered office address (this is public); a non-resident director can use a separate service address, which can be overseas.
  4. Complete Companies House identity verification for every director and PSC — free via GOV.UK One Login, or through an Authorised Corporate Service Provider (ACSP). This has been mandatory for new appointments since 18 November 2025.
  5. Prepare the memorandum and articles of association (the standard 'model articles' are fine for most companies) and decide your share structure.
  6. File the incorporation (IN01) online at Companies House and pay the fee — £50 now, £100 from 1 February 2026. Approval is usually within 24 hours.
  7. Register for Corporation Tax with HMRC within three months of starting to trade, and register for VAT if you are over — or expect to exceed — the £90,000 threshold.
  8. Open a business bank or fintech account and set up bookkeeping; annual accounts and a confirmation statement are due to Companies House, and a Company Tax Return to HMRC, every year.

Costs & timeline

ItemDetail
Government filing fee£50 online (£100 from 1 Feb 2026); £71 paper (£124 from 1 Feb 2026). Same-day service costs more.
Formation agent (optional)~£10–£100 for a package, often bundling a registered office and service address.
Registered office / service address~£30–£150 a year if you use a provider rather than your own UK address.
Minimum share capitalEffectively none — one share of £1 is enough.
Local director requirementNone. A non-resident can be sole director and shareholder; no UK residency or nationality needed.
Typical timelineUsually approved within 24 hours online; same-day option available for an extra fee.
Annual running costConfirmation statement fee, accounting/filing fees, plus corporation tax and any VAT. Budget for an accountant.

Substance, banking & the reality

Registering a UK company is easy; the honest constraints come afterwards. First, the register is public and free to search — your name, month and year of birth, service address, shareholding and beneficial ownership are all visible, and under the Economic Crime and Corporate Transparency Act the transparency rules and ID checks have only tightened. Second, the UK bank account is the hard part: mainstream banks are wary of non-resident-owned companies with no local presence, so many founders start with a fintech (Wise, Revolut Business, Airwallex and similar) and verify identity and business activity carefully. Third — and most important — where the company is run matters more than where it is registered.

The warning that matters mostA UK Ltd you control and manage from the country where you actually live can be taxed there, not just in the UK. Most countries tax a company by its place of effective management or central management and control, and many also apply Controlled Foreign Company (CFC) rules that pull a foreign company's profits back into your personal or corporate tax at home. A UK company does not make foreign tax disappear — and running a UK company purely to avoid tax where you live can create a taxable presence in both places. Get local advice before you incorporate.

Common mistakes

  • Assuming a UK Ltd is 'offshore' or private — it is neither. The register is public and the company files accounts.
  • Treating 19% as your rate. The small-profits rate only covers profits up to £50,000; above that you slide toward 25%, and the £50k/£250k thresholds are split across associated companies.
  • Forgetting ID verification. Since 18 November 2025 every director and PSC must verify their identity with Companies House; existing directors are being pulled in through the confirmation-statement cycle to November 2026.
  • Missing the VAT threshold. You must register once taxable turnover passes £90,000 in any rolling 12-month period — not just at year-end.
  • Ignoring CFC and management-and-control rules in your country of residence, then getting a surprise tax bill at home.
  • Missing filing deadlines. Late accounts, confirmation statements or tax returns trigger automatic penalties and can lead to the company being struck off.

Frequently asked questions

Can a non-resident set up a company in the UK?

Yes. UK law has never required a company director or shareholder to be a UK resident or citizen. A non-resident can be the sole director and sole shareholder and complete the whole process online without visiting. You do need a UK registered office address (which a formation agent or provider can supply) and you must complete Companies House identity verification.

How much does it cost to form a UK Ltd?

The Companies House online filing fee is £50, rising to £100 from 1 February 2026. That is the only mandatory cost. Formation agents charge roughly £10–£100 for a package, and a registered office or service address service typically runs £30–£150 a year. There is effectively no minimum share capital — one £1 share is enough.

How long does it take to register?

Online incorporations are usually approved within about 24 hours once identity verification is complete. A same-day service is available for an additional fee if you file early enough in the working day. Paper applications take considerably longer, which is why almost everyone files online.

What is the corporation tax rate in the UK?

For the year to 31 March 2026, the small-profits rate is 19% on profits up to £50,000 and the main rate is 25% on profits over £250,000. Profits between those figures get marginal relief, which slides the effective rate from 19% to 25% — with a marginal rate of about 26.5% in that band. Always verify the current figure with HMRC.

Will my UK company still be taxed where I live?

Very possibly. If you manage and control the company from another country, that country can treat it as tax-resident there under its place-of-effective-management rules, and CFC rules may attribute its profits to you personally. A UK Ltd does not remove tax obligations where you actually live and work. Take local advice before incorporating.

Official & government sources

Rules change — always confirm the current position with the primary authority:

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