How to issue new shares in a Uk limited company - Ltd24ore June 2021 – Page 2 – Ltd24ore
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company management

How to issue new shares in a Uk limited company

Hi,
In this post we will look trhough how to issue new shares in a Uk limited company.
The procedure to issue new company shares is not compliacted, but requires a lot of compliance obligations.

Before issuing shares in your Limited Company, we would advise seeking professional advice to ensure that you have considered the tax implications, in particular Capital Gains Tax.

In order to issue shares, you have to perform the following preliminary checks:

  • Your company is incorporated under the Companies Act 2006.

    You have to do this check because, if the company was formed under the Companies Act 1985 then you may well find that the company’s articles limit the amount of share capital that can be issued.

  • There is no restriction in your articles of association for directors to allot shares on the company’s behalf.

    Precisely what do you have to check is the absence of pre-emption rights of existing shareholders.  Anyone issuing share capital should also check both the articles and any shareholders agreement to determine whether the existing shareholders have pre-emptive rights to purchase any new shares issued.
    If there are any such rights, these may need to be amended via a special resolution.
    If these rights exist and are not waived, then the existing shareholders will be able to purchase any new shares in the same proportion as their existing shareholding.

  • There is only one class of shares following the allotment.

  • The new shares will have the same rights as the previous ones.

THE PROCESS TO ISSUE NEW SHARES  IN THIS CASE WOULD BE AS FOLLOWS:

  1. Hold a board meeting and record in the minutes stating “the board has resolved to allot the shares”. You should state the number and class of shares, the allottees, the price paid & when this took place. These should be kept for ten years.
  2. Issue share certificates to the new shareholders, click here for a share certificate template.
  3. Complete the Companies House SH01 form (statement of capital). The form must be filed with Companies House within one month of the allotment of the shares, click here to do so.
  4. Amend the company’s statutory register of members which the company (or your accountant) maintains.
  5. Include the new shareholders must be included in the company’s next Confirmation Statement (which replaced the annual return from 30 June 2016)
  6. Show the new shares issued within the company’s accounts, increasing the level of shareholders’ funds shown in the balance sheet.

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company formation in uk incorporate a company in Uk

Director of a uk limited company? This is what you have to do

Hello and welcome to the Ltd24ore.com business school.
Have you been appointed as director of a LTD company in Uk?
In this blog post we’ll be going through your obligations as a director of a UK limited company, indipendently that you are resident or not resident in Uk.
As a director of a company you have different responsibilities set out for you in the Companies Act.
The fundamental principle to observe is that you must always act solely in the interest of the company.
You will also need to submit annual company accounts within 21 month from the company incorporation.
This document is a ‘true and fair’ representation of the financial position of the company.
It includes Profit and Loss and Balance sheets.
Each year, you or your accountant will need to submit them to HMRC and Companies House.
Along with your accounts, you need to submit to the HMRC your corporation tax return in order to tell the HMRC how much tax your company owes.
You will also need to submit a confirmation statement to Companies House, a document that notifies of any changes to shareholders, directors, or other important information such as the registered office address.
If your limited company employs staff in Uk, you must ensure that staff
are paid correctly, calculating the correct amount of NI and taxes.
You have to submit this information with RTI return to HMRC on every pay date.
As a director, for the income you receive personally from your limited company, you are also required to submit a self-assessment tax return to HMRC.
If your company is VAT registered, there will likely be additional returns due every quarter throughout your financial year, these will need to be submitted online using HMRC recognised software.
Finally, you must be sure that your business can meet its financial liabilities.

How can you perform these tasks correctly?

So how can you stay on top of these obligations?
The best thing you can do is implement a regular
bookkeeping process, from day one, ensuring
your business to stay compliant.
We also recommend making by finding an accountant early on in your financial year.
They will have a wealth of experience in making sure your company runs efficiently and does not miss any submissions.
You will have a number of deadlines to meet, and if you miss these deadlines HMRC can issue penalties.
If you need any more information about your obligations when running a limited company, please head to our website at www.ltd24ore.com,
or give us a call using the contact number.

Categories
company formation in uk incorporate a company in Uk

Set up an online business in uk: taxation

Hi,
You are a digital business owner, doing:

  • Self publishing;
  • Ecommerce
  • Dropshipping
  • Affiliate marketing.

Do you know that you can run your business from anywehere in the world, incorporating your ltd company in Uk, remotely, from your home?
Indipendently form your nationality, you can start a business in less than 24 hours in Uk.

Tax benefits of uk company formation

Which are the tax benefits to incorprate a limited company in UK?
Incorporating a ltd in Uk, you have to pay just 19% of corporation tax on your net profits, indipendently from the online business that you run.
Regarding vat, in Uk the standard rate is 20%.
But the vat rules vary in relation to the business that you carry out:

  • If you are a self-publisher, selling your ebooks on Amazon Kdp o Audible, you don’t need to apply for vat, because Amazon or Audible will do this for you, paying royalties to your company. So, you don’t need to charge vat on the received royalties.
  • If you run an e-commerce you need to apply UK vat on your invoices when you sell to consumers or businesses located in UK. To know all your vat obligations, we strongly recommed to contact one of our specialized consultants.
  • if you are a dropshipper, importing goods form China or from other extra UE country, you need to charge vat at the point-of-sale (i.e. your website checkout), if you sell to consumers located in Uk, after reaching the threshold of 85,000 GBP of gross sales in the last 12 months or if your company is already vat registered.
  • If you are an affiliate marketer, you need to apply UK vat on your invoices just when you provide your marketing services to an affiliate platform located in Uk. If you sell instead your marketing services to platforms located outside Uk, you don’t need to charge vat.

Form a ltd company in London with ltd24ore

You can open an online UK company in London just in less than 24 hours, through ltd24ore.com.
Here are the advantages:

  • Fast online incorporation without a notary;
  • online accounting and bookkeeping;
  • preparation of company accounts and tax return filing included;
  • free access to accounting software based on artificial intelligence;
  • assistance via chat, e-mail, telephone;
  • consultancy with tax experts.

Thanks.

Categories
company formation in uk incorporate a company in Uk

Incorporate your company in UK online with Ltd24ore.com

Hi,
so, you are going to incorporate your Uk limited company.
This is what you need to know.
A company in Uk can be incorporated completely online, in few hours.
You can manage your company from anywhere in the world, remotely, without visiting any office.
A ltd is a limited responsability company that protect you personal assets and wealth.
To incorporate a new one, you need at least one shareholder and one director, that can be the same person.
The difference between shareholder and director is very simple:

  • The shareholder has the ownership of the company, but doesn’t manage it. He receives dividends, if the company make profits.
  • The director has the power to manage the company, opening bank account and perform business operations.

Both can be also an individual, non resident in UK.
If you are a freelance, marketer, e-commerce owner, software developer, you can incorporate your uk company from your home and run your business without geographical restrictions.
Moreover, you can set up a bank account for your limited company, with debit cards, completely online form your home, no matter if you are non resident in Uk.

Taxation of ltd companies in UK

Regarding tax, a ltd company pays just 19% of corporation tax on the net profits and the directors usually are not required to pay social security.
To determine your profit you need to subtract to the revenues, the business allowable expenses, that you can deduct form your income.
Are allowable expenses, for example:

  • Advertising expenses if you are an affiliate marketer or dropshipper;
  • The cost of goods if you carry out an e-commerce business;
  • And ectera…

Regarding vat, the standard rate in Uk is 20%.
Usually you need to apply UK vat just in the case you sell services or products to UK customers.
How to pay yourself?
If you are a shareholder and your copmany make profits you can get dividends.
In Uk there is no witholding tax on dividends, so you need to pay just 19% of tax on your yearly net profits.
Consider that the tax year for the Uk lmited company is not a calendar year.
The accounting year starts from the day of the incorporation (or the day the business is started) and ends 365 days later.
The first deadline to pay taxes is 21 months from the incorporation.

Incorporate ltd in UK

You can open an online UK company in London just in less than 24 hours, through ltd24ore.com.
Here are the advantages:

  • Fast online incrporation without a notary;
  • online accounting and bookkeeping;
  • preparation of company accounts and tax return filing included;
  • free access to accounting software based on artificial intelligence;
  • assistance via chat, e-mail, telephone;
  • consultancy with tax experts.

Thanks