Structure
Company type
Determines the legal structure and how the business is owned
Company formation
Company Formation Legal Advice for UK Businesses
Forming a company is more than choosing a name and submitting an application to Companies House.
- Fixed fees agreed first
- Direct access to the lawyer
- Non-reserved legal services
01 / Why it matters
Set up the company properly from the start
The decisions made at the beginning can affect ownership, control, investment, founder relationships and how the business operates later.
We help founders and business owners set up the legal structure around the business they are actually building, from straightforward company formation through to more involved founder and shareholder arrangements.
02 / Company formation and business structure advice
Start with the structure, not just the registration form
A private limited company limited by shares is the structure used by most commercial businesses. It provides a separate legal entity and allows ownership to be divided between shareholders through shares. A company can also have a single shareholder who owns the whole company.
But incorporation is only one part of setting up.
The right structure depends on the business and the people behind it.
You may also need to consider:
- Who owns the company
- Who will be appointed as director
- How shares should be divided
- Different classes of shares
- Voting and decision-making rights
- Founder arrangements
- Future investment
- Share transfers
- Restrictions on selling shares
- People with significant control
- Articles of association
- Registered office arrangements
- The relationship between founders and the company
- Tax and accounting implications
03 / Key decisions
What is involved in forming a UK company?
When a company is incorporated, Companies House requires information about the company, its directors, shareholders and people with significant control, alongside the relevant constitutional information.
The key decisions before incorporation.
Structure + identity
01 · Shape the company
Define the company’s legal shape and how it will be recognised.
Identity
Company name
Needs to comply with Companies House requirements
People + ownership
02 · Define ownership
Make the people, responsibilities and rights behind the company clear.
People
Directors
Directors are legally responsible for managing the company
Ownership
Shareholders
Determines ownership and voting rights
Ownership
Share structure
Establishes the number, type and rights attached to shares
People
Founder arrangements
Additional agreements may be needed to govern the relationship between owners
Compliance + governance
03 · Get ready to register
Prepare the information and constitutional details Companies House will need.
Compliance
PSC information
Identifies people with significant control
Governance
Articles of association
Set out rules for running the company
Practicalities
Registered office
The company needs an appropriate registered office address in the UK
Compliance
Business activities
Appropriate SIC codes need to be selected
Companies House currently requires at least one director for a private company, while a company secretary is optional for most private companies. A private company must also have at least one shareholder.
04 / Three formation packages
From a straightforward incorporation to a developed founder structure
Formation Essentials
£450fixed fee, plus Companies House filing feeStraightforward company formation from £450
Our Formation Essentials package is designed for a straightforward company setup. The package can cover the core legal and formation work required to establish the company, based on the agreed scope.
This can include:
- Company formation requirements
- Founder and director information
- Shareholder information
- Share structure
- PSC information
- Articles and constitutional documents
- Companies House incorporation process
- Initial legal considerations around the company structure
Founders' Package
£1,750fixed feeTwo or more founders
Company formation with additional founder protection
The Founders' Package is designed for businesses being established by two or more founders where the relationship between the owners needs more consideration than a standard incorporation.
Depending on the agreed scope, this can address areas such as:
- Founder ownership
- Share allocations
- Decision-making
- Founder responsibilities
- Share transfers
- Restrictions on transferring shares
- Pre-emption arrangements
- Deadlock considerations
- Founder departures
- Confidentiality
- Intellectual property
- Alignment between the company's articles and founder arrangements
Founders' Package Plus
£2,950fixed feeA more developed legal structure for the company
The Founders' Package Plus is intended for businesses that need more developed legal structuring at the formation stage. It can be appropriate where there are additional founders, more complex ownership arrangements or plans involving future investment and growth.
Depending on the agreed scope, the work may address:
- Founder and shareholder structure
- Different share classes
- Voting rights
- Reserved matters
- Share transfer restrictions
- Pre-emption rights
- Founder exit provisions
- Intellectual property arrangements
- Confidentiality
- Company decision-making
- Investor considerations
- Alignment between constitutional and shareholder documents
- Initial legal structure for future growth
Additional shareholders
Building the share structure around the founders
For the Founders' Package and Founders' Package Plus, an additional shareholder beyond three is charged at:
£250eachThe number and identity of shareholders can affect the company's ownership and control arrangements. A company limited by shares can have different classes of shares, with different rights attached to those classes. That can become relevant where founders, investors or other shareholders are intended to have different economic or voting rights.
Companies House currently charges a separate £100 online incorporation fee.
A company can be incorporated using standard model articles, but businesses can also adopt bespoke articles. Where founders have different roles, ownership percentages or expectations for the future, additional contractual arrangements may be appropriate.
For more detailed shareholder arrangements, see our Shareholders' Agreement service →
The exact documents and scope depend on the proposed structure. The exact scope is agreed before work starts. The purpose is not to add unnecessary complexity. It is to address important structural decisions while the company is still being formed.
05 / Directors, shareholders, PSCs
Directors, shareholders and PSCs
Who controls the company matters from day one. The company's legal structure should accurately reflect the people who own and control it.
Directors
A private company must have at least one director
Directors are responsible for managing the company and complying with their legal responsibilities. A private company does not normally have to appoint a company secretary.
Shareholders
Shareholders own shares in a company limited by shares
Their shareholdings can determine economic rights and voting rights, depending on the share structure and constitutional documents.
PSCs
People with significant control
Companies generally need to identify and report people with significant control to Companies House.
A person can fall within the PSC regime through ownership of more than 25% of shares or voting rights, the right to appoint or remove a majority of directors, or through certain forms of significant influence or control.
Getting these details right at incorporation is part of establishing the company's ownership and control structure.
06 / Companies House identity verification
A new requirement for directors and PSCs
From 18 November 2025, identity verification became a legal requirement for directors and people with significant control, with a phased 12-month transition for existing companies. New directors need to verify their identity as part of incorporation or appointment.
A verified individual receives a Companies House personal code, which is used to connect the verified identity to the relevant company role.
Companies House identity verification is now part of the UK company formation process.
07 / Articles and founder arrangements
Articles of association and founder arrangements
Standard articles are not always the whole answer.
Every company needs constitutional rules governing how it operates.
Companies can use standard model articles or adopt bespoke articles. The articles set out rules concerning the running of the company and the relationship between its shareholders, directors and company secretary where applicable.
For a straightforward one-person company, model articles may be appropriate. For multiple founders, investors or more complicated ownership structures, additional provisions may be required.
A shareholders’ agreement can then deal with private arrangements between shareholders that may not be appropriate to put entirely into the company’s public constitutional documents.
This is why company formation and shareholder planning often need to be considered together.
Before disagreements arise
When should founders consider a shareholders’ agreement?
A shareholders’ agreement is not automatically required when incorporating a company. It can, however, provide a framework for situations that may otherwise become difficult to resolve, such as:
- A founder wanting to leave
- A shareholder wanting to sell shares
- A new investor joining
- A disagreement between founders
- A shareholder becoming unable to participate
- Decisions requiring shareholder consent
- Share transfers
- Pre-emption rights
- Deadlock
- Founder protections
- Exit arrangements
For businesses with multiple owners, discussing these issues early can be easier than trying to resolve them after a disagreement has developed.
See our Shareholders’ Agreement service for dedicated advice and drafting →
08 / Company formation and tax planning
Legal structure and tax should be considered together
Structure has tax consequences
The legal structure of a business can have tax implications.
The decision to operate through a limited company can affect areas such as:
- Corporation Tax
- Director remuneration
- Dividends
- Share ownership
- Share issues
- Business restructuring
- Future sale or investment
Working with Adroit Accountax
We can work alongside Adroit Accountax where tax input is relevant to the proposed structure.
Clearly divided
Adroit Legal provides the legal work, while Adroit Accountax provides tax and accountancy advice.
For matters requiring integrated advice, see our Legal & Tax Advisory service →
09 / Beyond incorporation
When company formation is not the whole answer
Sometimes the business needs more than incorporation. A company can be formed quickly, but that does not mean the legal structure is complete. You may also need:
01
Multiple founders
Consider a shareholders' agreement and appropriate founder arrangements.
02
External investment
The company may need advice on share classes, investor rights, share issues and related documentation.
03
Employees or senior hires
Employment contracts, restrictive covenants and intellectual property provisions may need to be addressed.
04
Regular commercial activity
Customer and supplier contracts, terms and conditions and other commercial documents may need to be prepared.
05
Ongoing legal requirements
A growing business may benefit from continuing legal support rather than dealing with every issue separately.
The right starting point depends on the business.
10 / Different business situations
Company formation for different business situations
Business situation · Legal considerations
01
Solo founder
Ownership, director position, shares, articles and initial company structure
02
Two or more founders
Share allocation, decision-making, founder arrangements and exit provisions
03
Family business
Ownership, control, succession and shareholder arrangements
04
Business with planned investment
Share classes, investor rights and future share issues
05
Existing sole trader incorporating
Transfer of the business, contracts, assets and tax considerations
06
Overseas founder establishing a UK company
UK company structure, directors, registered office and Companies House requirements
07
Growing business restructuring
Existing ownership, new shares, group structure and commercial objectives
The incorporation process may be straightforward, but the appropriate legal structure depends on what you intend to do with the company after it has been formed.
11 / Incorporating an existing business
Existing business moving into a limited company
Incorporation is different from transferring a business.
If you already operate as a sole trader or through another structure, setting up a new company does not automatically transfer the existing business into it.
Tax implications may also arise from transferring the business into a company.
For an existing trading business, we can coordinate the legal work with Adroit Accountax where tax advice is required.
The transfer may involve:
- Business assets
- Contracts
- Intellectual property
- Customer relationships
- Employees
- Supplier arrangements
- Equipment
- Goodwill
- Business liabilities
12 / How our company formation service works
From initial discussion to incorporation
01Understand the businessWe discuss what you are building, who is involved and how you expect the company to operate.
02Identify the structureWe consider the proposed directors, shareholders, ownership and control arrangements.
03Identify additional documentsWhere appropriate, we discuss articles, shareholders’ agreements, founder arrangements and other legal documents.
04Agree the scope and feeYou receive a clear scope and fixed fee before the work starts.
05Prepare the formation documentsWe prepare the agreed legal and formation documentation.
06Incorporate the companyThe company is registered with Companies House as part of the agreed formation process.
07Consider the next legal stepsOnce incorporated, we can identify any immediate legal documents or arrangements needed for the business to begin trading.
13 / Formation fees
Company formation fees
Fixed fees agreed before work starts. Our current company formation packages are:
| Package | Our fee |
|---|---|
| Formation Essentials Straightforward company formation | £450fixed fee |
| Founders’ Package Company formation with additional founder protection | £1,750fixed fee |
| Founders’ Package Plus A more developed legal structure for the company | £2,950fixed fee |
| Add-on Additional shareholder Beyond three shareholders | £250each |
Paid to Companies House
Companies House filing fees are separate from our legal fees. The current online incorporation fee is £100.
£100filing fee
The exact scope of each package is agreed before work begins.
14 / Why founders work with us
Why founders work with Adroit Legal
Practical company formation, not just form filling. Company formation should be approached with the future business in mind.
Our approach is designed around:
- Clear fixed fees
- Direct communication with the adviser handling the work
- Practical explanations of structural choices
- Founder and shareholder considerations
- Coordination with tax advice where relevant
- Additional legal work identified before it becomes urgent
- No unnecessary documents simply for the sake of adding complexity
The aim is to establish a structure that fits the business you are building.
15 / FAQ
Frequently asked questions
How much does it cost to form a company through Adroit Legal?
Our Formation Essentials package is £450 fixed fee, plus the Companies House filing fee.
The Founders' Package is £1,750, and the Founders' Package Plus is £2,950.
An additional shareholder beyond three costs £250 each where applicable.
See our Pricing page for the current package details.
How much does Companies House charge to incorporate a company?
The current online Companies House incorporation fee is £100.
This is separate from Adroit Legal's legal fees.
Do I need a shareholders' agreement when forming a company?
Not every company needs one.
For a business with multiple founders or shareholders, a shareholders' agreement can provide additional arrangements around decision-making, share transfers, founder exits and other issues.
The appropriate documents depend on the company's ownership and proposed activities.
How many directors does a UK private limited company need?
A private company must have at least one director. A company secretary is not normally required for a private company.
Can one person be the only shareholder and director?
Yes.
A private company limited by shares can have one shareholder who owns the entire company and acts as its only director.
What is a PSC?
A person with significant control, or PSC, is someone who meets one or more of the statutory conditions for significant control over a company.
This can include someone who owns more than 25% of the shares or voting rights or has the right to appoint or remove a majority of directors.
Do directors have to verify their identity?
Yes. Identity verification became a legal requirement for directors and PSCs from 18 November 2025, with the requirements being phased in during a 12-month transition period for existing roles.
New directors need to verify their identity as part of incorporation or appointment.
Can I use standard model articles?
Yes. Companies can generally use model articles or adopt bespoke articles.
The appropriate approach depends on the company's ownership, control arrangements and requirements.
Can you help if I am already trading as a sole trader?
Yes.
The legal work can cover the company formation and the legal aspects of transferring the existing business into the new company.
Tax implications should be considered separately with an accountant or tax adviser.
Can you help with an overseas founder setting up a UK company?
We can advise on the UK company formation and legal structure within our scope.
The requirements can differ depending on the proposed directors, shareholders, registered office and the nature of the UK business.
Does company formation include tax advice?
The standard formation service is legal and company formation work.
Where the proposed structure has tax implications, we can coordinate with Adroit Accountax for tax and accountancy advice.
16 / Contact
Build the company around the business you intend to grow
Company formation is the starting point, not the whole legal structure. From a straightforward one-person company to a founder-led business with multiple shareholders and future investment plans, we can help establish the legal framework at the point where the decisions are easiest to make.
Company formation from £450, plus Companies House filing fee.
Related services
Shareholders' Agreement
Protecting ownership, decision-making, transfers and founder relationships.
Legal & Tax Advisory
Coordinated legal and tax advice for business structures and transactions.
Commercial Contracts
Drafting and reviewing the contracts your new business needs.
Subscription Legal Services
Ongoing legal support as the business grows.