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How to set up and register your business

Tools & Resources

How to set up and register your business

Key learnings

  • The structure of your business will determine its formal set up and what tax you pay. 
  • As a sole trader, you’re classed as self-employed – you can keep all your profits but you’re liable for any losses too. 
  • A partnership is where two or more people agree to oversee business operations – they share profits and liabilities. 
  • A private limited company has at least one shareholder – formal documents must be created before registering, and ongoing records about the company and its finances must be kept. 
  • Whatever structure you choose, you must keep HMRC up-to-date or face fines. 

Choosing the right structure for your business will affect how you register and run your business. There is a lot to consider when deciding which is right for you.

Thankfully, we’ve gathered the essential information and actionable steps to help you determine if you should register as a sole trader, a partnership or a private limited company. 

The structure you choose for your business often depends on:

  • How much your potential earnings may be.
  • If you want a more formal structure for your business.
  • How many people are involved in your business.
  • The type of business you are – i.e. charitable or social.
  • The sort of work you do.

How you set up your business also affects the way you pay tax and get funding.  

You’ll find a vast amount of information about the most common form of business structures on GOV.UK. But to make it easier, here are some of the essential considerations and next steps when it comes to being a sole trader, a partnership or a private limited company. 

Sole trader

Being a sole trader means you run your own business as an individual and are classed as self-employed. 

You can keep all your business’s profits after you’ve paid tax on them, but you’re personally responsible for any losses your business makes.  

As a sole trader, you must also follow certain rules on running and naming your business. 

You can sign up for business support emails from HMRC to help you if you’re working for yourself. 

1

Setting up as a sole trader

You need to set up as a sole trader if any of the following apply: 

  • You earned more than £1,000 from self-employment during the current tax year. 
  • You need to prove you’re self-employed to claim Tax-Free Childcare. 
  • You want to make voluntary Class 2 National Insurance payments to help you qualify for benefits.

You must tell HMRC that you’re a sole trader and that you’ll pay tax through Self Assessment. You’ll need to file a tax return every year by visiting Register for Self Assessment

2

Responsibilities

As a sole trader, you’ll need to: 

3

VAT

You must register for VAT if your turnover is more than £90,000. You can register voluntarily if it suits your business, for example if you sell to other VAT-registered businesses and want to reclaim the VAT. 

4

Working in the construction industry

Register with HMRC for the Construction Industry Scheme (CIS) if you’re working in the construction industry as a subcontractor or contractor. 

5

Naming your business

As a sole trader, you can trade under your own name or you can choose another name for your business.  

You do not need to register on Companies House but you must include your name and business name (if you decide to have one) on official paperwork, for example on invoices and letters. 

Sole trader names must not: 

  • Include ‘limited’, ‘Ltd’, ‘limited liability partnership’, ‘LLP’, ‘public limited company’ or ‘plc’ 
  • Be offensive 
  • Be the same as an existing trade mark 
  • Contain a ‘sensitive’ word or expression, or suggest a connection with government or local authorities, unless you get permission. 
  • Use ‘Accredited’ in your company’s name - you need permission from the Department for Business, Energy and Industrial Strategy (BEIS). 

Check which words you need permission to use, and who from. 

You’ll need to register your name as a trademark if you want to stop people from trading under your business name. 

Partnership

A partnership is where two or more people agree to oversee business operations and share profits and liabilities. They are particularly popular with professions such as doctors, lawyers and architects. 

1

Registering a partnership

Each partner must be registered with HMRC for Self Assessment individually and each receive their own unique tax reference number (UTR).  

The partnership itself must also be registered for Self Assessment and will receive a UTR at

For more information on registering a partnership, visit GOV.UK

2

Tax returns

The nominated partner submits both the partnership return and their own self assessment form.  

The partnership return will require a ten-digit UTR number. It will also require the UTR numbers of all associated partners.  

An example tax return can be found here. 

Nominated partners must ensure enough financial information is given to the other partners so that they can submit their own self assessment returns. 

In most circumstances, a copy of the Partnership Statement will be enough to fill in the partnership pages of their personal return. Page 2 of the Partnership Tax Return Guide 2023 provides more information in this.  

You can complete your tax return using a paper form or by purchasing software that sends HMRC your personal Self Assessment tax return, Partnership tax return or your Trust and Estate tax return.

All businesses that file their VAT returns monthly or quarterly will have to use Making Tax Digital (MTD) compatible software to file future VAT returns unless exempt.

Paper form 

Software

For more information, you can contact the Self Assessment Helpline on 0300 200 3310. 

Private Limited Company

A limited company is a company owned by a shareholder or shareholders. They are either ‘limited by shares’ or ‘limited by guarantee’. 

1

Limited by shares or limited by guarantee

Limited by shares companies are usually businesses that make a profit. This means it:

  • Is legally separate from the people who run it.
  • Has separate finances from your personal ones.
  • Has shares and shareholders.

Limited by guarantee companies are usually ‘not for profit’. This means it:

  • Is legally separate from the people who run it.
  • Has separate finances from your personal ones.
  • Has guarantors and a ‘guaranteed amount’.
  • Invests profits it makes back into the company.
2

Registering

You can register a private limited company online through the Companies House website. You can also use a company formation agent to complete this registration on your behalf: Set up a private limited company here

When registering your company, you'll need to register an official address and choose a SIC code - this identifies what your company does. 

Check the rules for company addresses

Check what your SIC code is. 

Register your company with Companies House

3

Choosing a name

As a private limited company, you must choose a name for your business 

Your name should end in ‘Limited’ or ‘Ltd’. If registering the company in Wales you can use the Welsh equivalents ‘Cyfyngedig’ and ‘Cyf’. 

You can check the rules for company names here and here.

You cannot choose the same name as another registered company. If your name is considered too similar to another registered company or trade mark, you may have to change it.  

Check if the name you want is available

Check existing trade marks

4

Directors and company secretaries

You must appoint a director if you are a public limited company, but you do not have to appoint a company secretary. 

Find out what directors are responsible for

Check who can be a director or company secretary

5

Shareholders or guarantors

You need at least one shareholder or guarantor, who can be a director when establishing a private limited company. 

Check if you’ll need to issue shares or set a ‘guaranteed amount’ here.

You may get a dividend payment if you own shares in a company. You won't need to pay tax on a certain amount of your dividend income, but you will on the rest.  

For more information on how dividends from shares are taxed visit GOV.UK.

Anyone with voting rights or more than 25% of the shares is considered people with significant control (PSC) and you must register them as such. Find out who is considered and how to register them here

6

Documents agreeing how to run your company

As a private limited company, when you register you will need to prepare documents agreeing how to run your company. These include:  

  • Memorandum of association - a legal statement signed by all initial shareholders or guarantors agreeing to form the company 
  • Articles of association - written rules about running the company agreed by the shareholders or guarantors, directors and the company secretary 

Find out how to create a memorandum of association and articles of association here.

7

Record keeping

As a director of a private limited companyyou’ll need to keep records about the business and its financial and accounting performance on an ongoing basis.  

You’ll find more information on what your responsibilities are here.

For details on the company and accounting records you must keep visit GOV.UK.

Next steps...

  • Do your research on what it means to be a sole trader, partnership or private limited company at www.gov.uk/set-up-business 
  • Once you’ve decided on your company structure, make sure you register your business correctly - if a sole trader you should Register for Self Assessment, for a partnership each partner and the partnership must be registered for self-assessment.  
  • If you choose to be a private limited company, you may choose to appoint a professional to prepare the relevant documentation.  
  • If you are a Sat Nav user at the start of your business journey, you can register your limited company through Tide for FREE, and get £50 cashback on a Tide business bank account (powered by Clearbank).

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