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Geographical info
Background: Britain, the dominant industrial and maritime power of the nineteenth century, played a leading
role in developing parliamentary democracy and in advancing literature and science. The British Empire covered
approximately one-fourth of the earth's surface at its zenith. In the first half of the twentieth century its strength
was seriously depleted by two world wars. Since the end of World War II, the British Empire has been dismantled,
and Britain has rebuilt itself into a prosperous, modern European nation with significant international political,
cultural, and economic influence. As the twentieth century draws to a close, Britain is debating the degree of
its integration with continental Europe. While a member of the EU, for the time being it is staying out of the
euro system introduced in January 1999. Constitutional reform, including the House of Lords and the devolution
of power to Scotland, Wales, and Northern Ireland, is an ongoing issue in Great Britain.
Location: Western Europe, islands including the northern one-sixth of the island of Ireland between the
North Atlantic Ocean and the North Sea, northwest of France.
Climate: temperate; moderated by prevailing southwest winds over the North Atlantic Current; more than
one-half of the days are overcast.
Natural resources: coal, petroleum, natural gas, tin, limestone, iron ore, salt, clay, chalk, gypsum,
lead, silica.
Population: 59,113,439 (July 1999 est.).
Religions: Anglican 27 million, Roman Catholic 9 million, Muslim 1 million, Presbyterian 800,000, Methodist
760,000, Sikh 400,000, Hindu 350,000, Jewish 300,000 (1991 est.).
Languages: English, Welsh (about 26% of the population of Wales), Scottish form of Gaelic (about 60,000
in Scotland).
Administrative divisions: 47 counties, 7 metropolitan counties, 26 districts, 9 regions, and 3 islands
areas; England—39 counties, 7 metropolitan counties*; Avon, Bedford, Berkshire, Buckingham, Cambridge, Cheshire,
Cleveland, Cornwall, Cumbria, Derby, Devon, Dorset, Durham, East Sussex, Essex, Gloucester, Greater London*, Greater
Manchester*,
Hampshire, Hereford and Worcester, Hertford, Humberside, Isle of Wight, Kent, Lancashire, Leicester, Lincoln, Merseyside*,
Norfolk, Northampton, Northumberland, North Yorkshire, Nottingham, Oxford, Shropshire, Somerset, South Yorkshire*,
Stafford, Suffolk, Surrey, Tyne and Wear*, Warwick, West Midlands*, West Sussex, West Yorkshire*, Wiltshire; Northern
Ireland—26 districts; Antrim, Ards, Armagh, Ballymena, Ballymoney, Banbridge, Belfast,
Carrickfergus, Castlereagh, Coleraine, Cookstown, Craigavon, Down, Dungannon, Fermanagh, Larne, Limavady, Lisburn,
Londonderry, Magherafelt, Moyle, Newry and Mourne, Newtownabbey, North Down, Omagh, Strabane; Scotland—9 regions,
3 islands areas*; Borders, Central, Dumfries and Galloway, Fife, Grampian, Highland, Lothian, Orkney*, Shetland*,
Strathclyde, Tayside, Western Isles*; Wales—8 counties; Clwyd, Dyfed, Gwent, Gwynedd, Mid Glamorgan, Powys, South
Glamorgan, West Glamorgan
note: England may now have 35 counties and Wales 9 counties.
Dependent areas: Anguilla, Bermuda, British Indian Ocean Territory, British Virgin Islands, Cayman Islands,
Falkland Islands, Gibraltar, Guernsey, Jersey, Isle of Man, Montserrat, Pitcairn Islands, Saint Helena, South Georgia
and the South Sandwich Islands, Turks and Caicos Islands.
Independence: England has existed as a unified entity since the 10th century; the union between England
and Wales was enacted under the Statute of Rhuddlan in 1284; in the Act of Union of 1707, England and Scotland
agreed to permanent union as Great Britain; the legislative union of Great Britain and Ireland was implemented
in 1801, with the adoption of the name the United Kingdom of Great Britain and Ireland; the Anglo-Irish treaty
of 1921 formalized a partition of Ireland; six northern Irish counties remained part of the United Kingdom as Northern
Ireland and the current name of the country, the United Kingdom of Great Britain and Northern Ireland, was adopted
in 1927.
National holiday: Celebration of the Birthday of the Queen (second Saturday in June).
Constitution: unwritten; partly statutes, partly common law and practice.
Legal system: common law tradition with early Roman and modern continental influences; no judicial review
of Acts of Parliament; accepts compulsory ICJ jurisdiction, with reservations; British courts and legislation are
increasingly subject to review by European Union courts
Key Features Table
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PRE-INCORPORATION
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| 1 |
Incorporation by |
TTW |
| 2 |
Ready made companies available |
Yes - Available immediately |
| 3 |
Incorporation procedure |
The availability of names can be checked instantly, there is no official approval prior to incorporation, although
the use of names suggesting association with the Crown or Government as well as other limited categories are precluded.
The incorporation takes 7 days and the documents are immediately available thereafter. Same day incorporations
are also available against extra charges |
| 4 |
Consent required prior to incorporation |
None |
| 5 |
Licences required |
Yes, for certain specified groups which include for example banking, insurance, financial services, consumer credit
related services and employment agencies. |
| 6 |
Disclosure of Beneficial Owner to the Government |
No |
| 7 |
Restrictions on names |
Yes, certain names including references to Royal, International, British, Group etc. will need justification. A
name will not be registered if it is the same as an existing company, unless there is some clear distinction (e.g.
by trade) with that of an existing company. |
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DOMICILIATION AND ADMINISTRATION
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| 8 |
Resident Agent required |
No |
| 9 |
Registered office required |
Yes, a company incorporated in England or Wales must have a registered office in England or Wales. Scottish companies
must have their registered offices in Scotland. |
| 10 |
Documents maintained at the registered office |
Certificate of Incorporation, Statutory books, Register of members, accounting records (however, Directors can
decide to keep them in a different place) Records for a LTD have to be kept for at least three years, for a PLC
for six years. |
| 11 |
Documents available for public inspection |
Generally documents are open to public inspection, such as accounts, debentures, names of Directors, share capital,
particulars of any legal charges. However, some documents are only available for inspection to shareholders. |
| 12 |
Where can company be administered |
Anywhere in the world |
| 13 |
Can company trade within the jurisdiction |
Yes |
| 14 |
Professional fees for incorporation of company |
LTD: £145.00
PLC: £145.00
Registered office can be provided for £80.00 per annum |
| 15 |
Annual Return Fee |
£15.00 |
| 16 |
Annual Tax, Licence Fees or Duty and when payable |
Companies resident in England are taxed on their world-wide income. Net Profits before taxes are taxed as follows:
up to £300,000: 21%
£300,000 - £1,5 million: sliding scale between 21% and 33%
above £1,5 million: 33%
Withholding taxes are between 0 and 25% depending on the double taxation treaties. |
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TYPES OF COMPANIES, CONSTITUTION, OFFICERS AND SHAREHOLDERS
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| 17 |
Types of companies |
Private Limited Company (LTD), Public Limited Company (PLC), Company limited by guarantee, Unlimited Company. |
| 18 |
Memorandum & Articles of Association contents by-laws |
Must state company's name, registered office, limited liability and amount & denomination of the share capital.
Objectives need not be specified (one line objects clause). The Articles, based on the Companies Act 1985-89, regulate
the Company's conduct with respect to third parties, its shareholders and Directors, procedures on the winding
up of the company etc. |
| 19 |
Registered shares or bearer |
Limited companies can only have registered shares, PLC's can also issue Bearer Shares |
| 20 |
Subscribers/ Incorporators |
One subscriber/ shareholder. |
| 21 |
Minimum number of Shareholders |
One, can be corporate or individual |
| 22 |
Location for General Meetings of shareholders and members |
Anywhere, the first meeting to be held 18 months after incorporation |
| 23 |
Can proxies be appointed |
Yes, to act as representative at Annual General Meetings and/or Extraordinary General Meetings |
| 24 |
Classes of shares permitted |
Ordinary, preference, convertible, redeemable, deferred and non voting shares |
| a |
Permitted currency of share capital |
Any |
| b |
Usual currency of share capital |
£ Sterling |
| 25 |
Maximum Authorised Share Capital for Minimum Duty |
Not applicable |
| 26 |
Capital Duty |
None |
| 27 |
Minimum Issued/Paid Up Capital |
PLC: £50,000 issued, of which £12,500 must be paid up, in the event of liquidation the full £50,000
must be paid
LTD: no minimum authorised capital, but 1 share has to be issued |
| 28 |
Time scale permitted for payments of capital |
PLC: immediately, to obtain a Trading Certificate, without which a company cannot commence trading |
| 29 |
Minimum of Directors |
LTD: One
PLC: Two |
| 30 |
Maximum Number of Directors permitted |
None |
| 31 |
Any residential, nationality requirements or professional qualifications for Directors |
No, there are no general requirements of residence or qualification (quoted plc's excepted). Undischarged bankrupts
or person subject to disqualification (sec. 295 C.A. 1985) cannot act as Director or Promoter. |
| 32 |
Can company act through Power of Attorney |
Yes |
| 33 |
Corporate Directors permitted |
Yes |
| 34 |
Where has the Board meeting of Directors to be held |
Anywhere |
| 35a |
Company Secretary required |
Yes |
| 35b |
Any special requirements regarding Company Secretary |
No, not for a Ltd, for a Plc. The Secretary has to be qualified within the provision of section 286, must be a
member of a recognised UK professional body. |
| 36 |
Corporate Company secretary permitted |
No |
| 37 |
Any specific qualifications required for the Company Secretary |
No, only for Plc |
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ANNUAL ACCOUNTS AND AUDIT REQUIREMENTS
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| 38 |
Requirements for annual audited account? Filed at the Public Registry and/or with the tax authorities |
Yes, however, certain small and medium sized companies can file modified accounts. Directors have to prepare report
with annual account. Accounts have to be filed with tax authorities and sent to the Register. Small companies may
submit a shortened balance sheet and abbreviated related notes, if they do not exceed two of the following conditions:
- turnover not exceeding £2,800,000
- Balance sheet total not exceeding £1,400,000
- Average number of employees not exceeding 50 |
| 39 |
Residential & professional qualifications for auditor |
UK chartered accountants |
| 40 |
Double Taxation Treaties |
The UK has treaties with Algeria, Argentina, Australia, Austria, Barbados, Belgium, Brazil, Brunei, Canada, Cameroon,
China, Cyprus, Denmark, Egypt, Finland, France, Gambia, Germany, Greece, Guernsey, Guyana, Hungary, Iceland, India,
Indonesia, Iran, Ireland, Isle of Man, Israel, Italy, Japan, Jersey, Jordan, Kenya, Korea, Kuwait, Lebanon, Luxembourg,
Malaysia, Malta, Mauritius, Netherland Antilles, New Zealand, Nigeria, Norway, Pakistan, Philippines, Poland, Portugal,
Romania, St Lucia, Singapore, South Africa, Sweden, Spain, Thailand, Turkey, CIS, USA, Venezuela, British Virgin
Islands, Zimbabwe, amongst others. |
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EXCHANGE CONTROL AND BANKING INFORMATION
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| 41 |
Tax on bank deposit in local banks |
Yes, however, foreign entities can hold an account in England and no tax will be charged |
| 42 |
Exchange control |
No |
| 43 |
Names of major banks |
Barclays Bank, Midland, National Westminster, Lloyds, Royal Bank of Scotland |
| 44 |
Is the continuation of companies possible in another jurisdiction |
No |
| 45 |
Confidentiality |
There is no statutory banking secrecy when banking in the UK. |
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