International Business Guide

UK Company Formation for Non-Residents and International Founders

A practical guide to forming a UK private limited company from outside the United Kingdom, including Companies House identity verification, directors, shareholders, registered office requirements, company documents, business-account preparation and ongoing compliance.

UK company formation for non-residents and international founders

UK company formation for non-residents and international founders, from registration and company documents to banking and ongoing compliance.

Can a Non-Resident Register and Own a UK Limited Company?

Yes. A person does not generally need to be a UK citizen or resident simply to become a director or shareholder of a UK private limited company. A company director can live outside the United Kingdom.

The company must still meet the normal Companies House requirements, including having an appropriate UK registered office address. Directors must also meet the current identity verification requirements before the company registration can be completed in their director role.

For an international founder, company-registration eligibility should also be kept separate from banking, tax and immigration matters. Creating a UK company does not automatically create UK residence rights or guarantee approval for a business account.

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1
Non-Residents Can Be Directors A UK company director does not need to live in the United Kingdom.
2
UK Registered Office Required The company itself must have an appropriate registered office address in its UK jurisdiction.
3
Personal Code Before Incorporation Each proposed director needs their Companies House personal code for the new-company registration filing.
4
Banking Is a Separate Application Banks and financial platforms decide separately whether a non-resident-owned UK company meets their onboarding rules.

What a UK Limited Company Needs

Non-resident ownership does not remove the normal UK company requirements. A standard private company limited by shares will normally need the following information and arrangements before registration.

Directors and Shareholders

Ownership and Management

A private limited company must have at least one director. A company limited by shares also needs at least one shareholder, and the same person can be both director and shareholder.

  • At least one individual director
  • Director must be at least 16 years old
  • Director does not have to live in the UK
  • Non-UK nationals can be directors and shareholders
  • At least one shareholder for a company limited by shares
  • Ownership and share allocation must be recorded

Registered Office and Email

Official Contact Details

The company needs an appropriate registered office address and a registered email address before it can be incorporated.

  • Physical UK registered office address
  • Address must be in the relevant UK jurisdiction
  • Official correspondence must reliably reach the company
  • Registered office address appears on the public register
  • Registered email address is not published publicly

Company Structure and Activity

Registration Information

Companies House also needs information about the company’s proposed structure, ownership and intended business activity.

  • Proposed company name
  • Shareholders and share structure
  • People with Significant Control where applicable
  • Appropriate SIC code or codes
  • Memorandum and Articles of Association

Companies House Identity Verification and Personal Code

Identity verification is now a legal part of the Companies House process. A person who is going to become a director must verify their identity before the new company registration can be completed in that role.

This also applies to international and non-resident directors. Identity can be verified through the Companies House process using GOV.UK One Login or through an Authorised Corporate Service Provider where appropriate.

CODE
Companies House Personal Code

Once identity verification has been completed, the individual receives an 11-character Companies House personal code. The code belongs to the individual, not to the company.

The Personal Code Is Required for Each New Director

When registering a new company, the Companies House personal code for each proposed director must be provided as part of the incorporation filing. A non-resident founder should therefore complete identity verification before attempting to finalise the company registration.

Director and PSC Can Be Separate Roles

A person who is both a director and a Person with Significant Control may need to connect the same verified identity to Companies House separately for each role. PSC verification requirements and deadlines should therefore also be checked.

From Company Name to Incorporation

A non-resident founder forming a standard private company limited by shares will commonly move through the following stages.

1

Choose the Company Name and Structure

Decide on the proposed company name and whether the business will be a private company limited by shares or another permitted structure.

The proposed name must meet Companies House naming rules. Certain sensitive words or expressions may require additional approval.

2

Verify the Identity of Each Proposed Director

Each person who will become a director should complete Companies House identity verification and obtain their personal code before the incorporation filing is finalised.

Non-residence does not remove this requirement. International founders should therefore complete the identity-verification stage early in the process.

3

Arrange the UK Registered Office and Service Address

Although the director may live abroad, the company needs an appropriate registered office in the UK jurisdiction where it is incorporated.

Directors must also provide a service address and their usual residential address to Companies House. The service address can differ from the director’s home address.

4

Prepare Directors, Shareholders and PSC Information

Prepare the required information about the company’s directors, shareholders and any People with Significant Control.

  • Full legal names
  • Dates of birth where required
  • Nationality and country of residence where required
  • Service and residential addresses
  • Share ownership and voting rights
  • Companies House personal code for each director
5

Prepare the Share Structure and Company Documents

A company limited by shares needs details of its shares and shareholders. The formation process also includes the Memorandum of Association and Articles of Association.

When a standard online incorporation is used, the memorandum is normally generated as part of the registration process. Model Articles can be used where appropriate, or the company can adopt suitable bespoke Articles.

6

Select the SIC Code

The company must select the SIC code or codes that best describe its intended business activity. These codes form part of the company’s Companies House information.

7

Submit the Incorporation Application

Once the company information, UK registered office, ownership details, director personal codes and constitutional documents are ready, the incorporation application can be submitted to Companies House.

A commercial formation provider or Authorised Corporate Service Provider may also assist with some or all of these steps, depending on the service purchased.

8

Organise the Company Records After Incorporation

Once Companies House accepts the registration, the company should organise and retain its incorporation documents, ownership records and information needed for banking, accounting and future statutory filings.

What Documents Should Be Included?

It is important to distinguish between information required for registration, documents issued or created through incorporation, and internal company records that the company should maintain.

Information Commonly Needed Before Registration

The information required will depend on the structure and registration method, but a typical private company limited by shares will need the following.

  • Proposed company name
  • UK registered office address
  • Registered email address
  • Director details
  • Companies House personal code for each director
  • Shareholder details
  • Share classes, quantities and nominal values
  • PSC information where applicable
  • SIC code or codes
  • Service and residential address information
Non-Resident Founders

A director’s residential address may be outside the UK. The company itself must still have an appropriate UK registered office address.

Documents to Retain After Incorporation

A properly organised company file should normally contain the core incorporation documents and the company’s initial ownership records.

  • Certificate of Incorporation
  • Memorandum of Association
  • Articles of Association
  • Details of the initial share capital
  • Shareholder or member information
  • Share certificates prepared for the shareholders
  • Register of members
  • Initial director and ownership records
  • Companies House filing confirmation where available
  • Companies House authentication code when received
Not Everything Comes from Companies House

The Certificate of Incorporation is an official Companies House document. Other records, such as share certificates and the company’s register of members, are company records that must be properly prepared and maintained.

Documents Commonly Requested for a UK Business Account

Incorporating a UK company as a non-resident does not automatically give the company access to a bank account, EMI account, fintech account or payment service. Every provider applies its own eligibility, KYC and business-verification requirements.

Preparing the core company and personal documents before applying can make the onboarding process easier and reduce unnecessary delays.

  • Certificate of Incorporation
  • Company number and Companies House details
  • Articles of Association where requested
  • Shareholder and ownership information
  • Register of members or ownership evidence where requested
  • Passport or accepted photo ID for relevant directors and owners
  • Residential address details and proof of address where requested
  • UK registered office address
  • Physical trading or operating address where required
  • Description of the company’s products or services
  • Company website or online presence where available
  • Reason for opening the account
  • Expected monthly transaction volumes
  • Expected incoming and outgoing currencies
  • Countries the business expects to transact with
  • Source of business funds or initial capital where requested
  • Customer, supplier or contractual evidence where requested
Registered Office and Trading Address Are Not Always the Same

A registered office satisfies the company’s statutory address requirement, but a financial provider may separately ask where the company is actually managed or trades. Some providers have specific rules concerning virtual offices, mail-forwarding services and registration-agent addresses.

Non-Resident Directors and Account Eligibility

Companies House permits directors to live outside the UK, but this does not mean every bank or financial platform accepts every country of residence. Company-registration eligibility and business-account eligibility must therefore be assessed separately.

Maintain the Company After Registration

Incorporation creates the company, but directors remain responsible for maintaining its statutory information and completing the filings that apply throughout the company’s life. These obligations also apply where the directors and shareholders live outside the UK.

  • Maintain an appropriate UK registered office address
  • Keep the registered email address current
  • Maintain the company’s register of members
  • Keep ownership and share information accurate
  • Report relevant director and PSC changes
  • File the annual confirmation statement
  • Prepare and file annual accounts when required
  • Meet applicable Corporation Tax and HMRC obligations
  • Keep accounting and company records for the required periods
Non-Residence Does Not Remove UK Company Obligations

A UK limited company remains a UK incorporated legal entity even when its owners or directors live abroad. Directors should therefore understand the company’s Companies House, accounting and tax obligations from the beginning.

Frequently Asked Questions

UK Company Formation for Non-Residents

Common questions from international founders considering a UK private limited company.

Can a non-UK resident register a UK limited company?

Yes. A person does not generally need to be a UK citizen or resident to become a director or shareholder of a UK private limited company.

At least one director must be an individual, but directors can live outside the United Kingdom. The company itself must still have an appropriate registered office address in the UK jurisdiction where it is incorporated.

Does a UK company director need to live in the United Kingdom?

No. Companies House does not generally require a director of a UK private limited company to live in the UK.

The director must still provide the information required by Companies House, including a service address and usual residential address. The company must separately maintain its UK registered office.

What is a Companies House personal code?

The Companies House personal code is an 11-character code issued to an individual after their identity has been successfully verified.

The code belongs to the individual rather than to a particular company. The same personal code can therefore be used when the person needs to confirm their verified identity for different Companies House roles or company appointments.

Do I need my Companies House personal code before registering a new company?

Yes, where you are being appointed as a director of the new company. Companies House requires the personal code for each proposed director as part of the new-company registration filing.

A non-resident founder should therefore complete identity verification and obtain the personal code before attempting to finalise the incorporation.

Does a Person with Significant Control also need identity verification?

Yes. People with Significant Control are also subject to Companies House identity-verification requirements.

A person who is both a director and a PSC uses the same personal code, but may need to connect their verified identity separately to each role. PSC-specific deadlines should therefore also be checked.

Do I need a UK address to form a UK limited company?

The company must have an appropriate registered office address in the UK. The address must be a physical address and must be in the same UK jurisdiction in which the company is registered.

The founder or director does not personally need to live at that address. A qualifying service-provider address can be used where it meets Companies House requirements.

What documents should I receive or retain after UK company formation?

The core company file should normally include the Certificate of Incorporation, Memorandum of Association, Articles of Association and details of the company’s initial ownership and share structure.

The company should also maintain its own records, including the register of members and appropriate share certificates. Some of these are internal company records rather than documents issued directly by Companies House.

Does registering a UK company guarantee a UK business account?

No. Company formation and business-account approval are separate processes.

Banks, EMIs and fintech providers apply their own eligibility, KYC and business-verification rules. A provider may consider the directors’ and owners’ countries of residence, the company’s activities, trading address, expected transactions and the countries in which the company operates.

What documents may a bank or business-account provider request?

Requirements differ between providers, but commonly requested information can include the Certificate of Incorporation, company number, ownership details, identification for directors and beneficial owners, residential addresses, business activity and the reason for opening the account.

Providers may also ask for a trading or operating address, expected transaction volumes, currencies, countries involved, source of funds and supporting commercial documents such as contracts, invoices or supplier information.

Can I use the registered office address as my business-account address?

Not necessarily. The registered office is the company’s statutory Companies House address.

A bank or financial provider may separately ask where the business is actually managed or operates. Some providers have specific rules concerning virtual offices, formation-agent addresses and mail-forwarding services.

Does owning a UK limited company give me UK residency or a visa?

No. Ownership or directorship of a UK limited company should not be confused with UK immigration status.

Company incorporation does not by itself give a foreign owner the right to live or work in the United Kingdom.

What must the company do after incorporation?

The company must continue to maintain its statutory information and records. Typical obligations include keeping the registered office and registered email current, maintaining ownership records, reporting relevant changes and filing the annual confirmation statement.

The company may also have annual accounts, Corporation Tax, accounting and other HMRC obligations depending on its circumstances and activities.

Considering a UK Company as a Non-Resident?

BR Economy provides practical information for international founders. Contact us if you need help understanding the formation process, documentation or the next steps before approaching a company-formation or business-account provider.

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BR Economy provides general business information and does not provide legal, tax, immigration or financial advice. Requirements can depend on the company, its owners, activities and individual circumstances.