duly noted™ Limited Online Company Formations
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Frequently Asked Questions
The same questions are regularly asked about our service. To save time for our clients, we’ve compiled the most common questions below.

If you do not find the answer you require then please use our contact form to get in touch, and we’ll endeavour to answer your questions as quickly as possible. We are committed to offering the highest standards of customer service and will go out of our way to answer your queries.


1. What do you mean by “limited company”?
2. Does it take long to form a company with duly formed™?
3. What do I receive when I form a company with duly formed™?
4. Why do I have to register to use duly formed™ services?
5. What happens if Companies House returns or rejects my application?
6. I can pick any name I want for my company, right?
7. Do you have to replace nominee officers with the right people, i.e. use the “First Meeting” method?
8. Does duly formed™ provide share transfer forms?
9. What is meant by the term “accounting reference date”?
10. Can the accounting reference date be amended?
11. What is meant by the term “authorised shares”?
12. Is it possible to issue more shares?
13. Can the duly formed™ system manage my existing company?
14. What if I decide I no longer need my company?
15. What is a registered office and do I need one?
16. Does duly formed™ provide a registered office address service?
17. Is it possible to change my registered office?
18. Should I register for VAT and where can I obtain information about VAT?
19. Where can I obtain information from the Inland Revenue?
20. Is it true the company name must be on all official documents?
21. Should my company’s name be displayed outside its premises?
22. I’ve heard I need a company seal. Is that true?



1. What do you mean by “limited company”?
When you form a limited company, what you’re actually doing is creating a new legal entity, set apart from yourself, under which you can trade your goods or services. You can still own it as a shareholder, and it’s run by a director, but as a separate legal entity a limited company is responsible for its own finances, property, profits and losses, just as you would be if you were running a business for yourself as a sole trader – where you are the legal entity. However, in the event a business fails, unlike sole traders, a limited company’s owners are protected from losing their assets…which is why limited companies are referred to as “limited liability” companies. As well as protection from risk, limited companies can offer benefits when it comes to seeking third party finance, in taxation or property ownership. Not only this, a limited company can live long after its directors die or move on, or continue trading even if sold.

And like people, who are issued National Insurance Numbers, a limited company is issued it’s own ID number upon incorporation by Companies House, along with a certificate. And as people can change their name by deed poll, companies too can change their names. Their IDs will remain the same however.

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2. Does it take long to form a company with duly formed™?
Not long at all! Our online connection with Companies House’s own electronic filing network means ordering a company formation with us can be done anytime 24/7 with the order transmitted the moment you complete it. And Companies House aim to answer to electronically filed orders within 4 working hours. So if you file before lunch during a typical working day, you can have your company incorporated by that same day’s end. Be aware however that if you file in the evenings and weekends you’d need to wait for the following working day for your order to be processed and incorporation to be completed.

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3. What do I receive when I form a company with duly formed™?
At duly formed™, we offer a number of formations packages to suit different needs, along with complimentary services which can be added to your formations package at the end of the formation process.

Our Fastform Startup service is available as part of all our packages and is completely online and fully automated, to enable you to start trading as quickly as possible. It will electronically submit your formations request to Companies House, appoint a Director(s) and Secretary, and provide you with all the documentation you need, direct to your inbox, in PDF format. This will include your Certificate of Incorporation, and Memorandum of Articles. If required, a FREE 0800 number with online redirection handling can also be supplied. Hard copies of any documents can be provided for an additional cost, but our other Fastform levels offer a number of options and extras.

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4. Why do I have to register to use duly formed™ services?
duly formed™ was designed as more than just a company formations portal. Whilst we provide an efficient and cost-effective formations service, we also include free of charge services like the submission of forms to Companies House directly, e.g. Forms 287, and 288 a to c. Even if you did not form your company through us, we are still able to process these forms, again completely free of charge.

To be able to process any company formation or statutory forms, we need to be sure that the correct person is submitting the details and making the modifications to their companies only. That’s why you need to register with us.

Once registered, you are allocated an account where you can form as many companies as you wish, as well as use our free service to submit various forms, irrespective of whether the company was formed through duly formed™ or not.

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5. What happens if Companies House returns or rejects my application?
In this instance, our system will inform you immediately via email. You will then be able to access our system and make the necessary changes immediately before resubmitting your application back to Companies House.

Please note that you must make your amendments and resubmit within 3 days. This is due to Companies House keeping open what is known as the “Document ID process” for 3 days only.

If you determine that you do not wish to proceed with the application after 3 days, then you must access our system and cancel your application. All costs associated with your application will be refunded to your online account for use with any further services. If you wish to have the funds refunded to your card, please
contact us directly.

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6. I can pick any name I want for my company, right?
Not necessarily. You may have in mind one that’s already been incorporated, or it may not fit Companies House’s criteria for restricted or potentially offensive words. It’s important therefore that you check your name first with Companies House.

Another question to ask yourself is whether your company name may sound too much like the name of an already established company. If so, this other company could lodge objections within 12 months of your incorporation, and you may be required to change your own company’s name. It’s also worth knowing that certain words and phrases are classed as sensitive by the Department of Trade and Industry. Consequently you may be disallowed from using them.

Companies House offers guidance about this in forms CHN2, CHN3 & CHN11. We suggest you consult these, and run a check on your preferred name by using the search function on our
homepage.

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7. Do you have to replace nominee officers with the right people, i.e. use the “First Meeting” method?
Some formation services incorporate companies with nominee officers and shareholders. This means a “First Meeting” is required to resign these nominees and replace them with the actual people who will own and run the company. Wrong!

We do it right at duly formed™. When you incorporate a company with us, you’ll be selecting the right company officers and shareholders from the outset. This means you won’t need to use the “First Meeting” method, saving you time and trouble. You can be confident then that if your bank, new supplier or latest customer runs a search for your company, they’ll find the correct data.

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8. Does duly formed™ provide share transfer forms?
With duly formed ™, you’ll be incorporating your company with the right shareholders from the outset, so you won’t immediately require share transfer forms. The benefit of this is you won’t have to pay stamp duty on the transfer of shares either. This link to the
Companies House site however will take you to Form 88(2) – Return of Allotment of Shares – for you to download. This form is for completion in the event you wish to issue more shares in your company incorporation.

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9. What is meant by the term “accounting reference date”?
This is the date which is each year, dependent on the day of incorporation, that your accounts will need to be drawn up. The accounting reference date is the last day of the month in which the anniversary of your incorporation falls. For example, if you incorporated your company on the 9th October this year, your accounting reference date will be the 31 October, and its first financial year must end on the 31 October next year (or within seven days of that date).

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10. Can the accounting reference date be amended?
Yes. You would be required to submit Form 225 to the Registrar of Companies (available for download from Companies House Forms menu option). This would need to be submitted during the accounting period affected by the change, or during the period allowed for delivering the associated accounts.

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11. What is meant by the term “authorised shares”?
This is the initial issue of shares to shareholders or subscribers of your company. A typical share issue would usually be 1000 shares with each share holding a value of £1.00.

Please note: although 1000 shares may be authorised, if only one share is issued to one person, that person holds the 100% shareholding in the business.

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12. Is it possible to issue more shares?
Yes. Further shares can be issued up to the authorised share capital. Form 88(2) should be completed and delivered to the Registrar of Companies. To increase your authorised share capital, you would need to pass an ordinary resolution at a general meeting. A copy of this resolution and Form 123, which details the proposed increase, would then need to reach Companies House within 15 days of being passed.

Please note: as well as being able to increase the authorised share capital of a company, you can also reduce the share capital. Form 122 must be completed and delivered to Companies House within one month.

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13. Can the duly formed™ system manage my existing company?
Yes, we can. On registering for an account, you can use our system to manage and send documents for your existing companies to Companies House online, irrespective of whether you formed the company through duly formed™. You can also form new companies through us.

To register for an account, please
click here.

Once registered with duly formed™, please visit the Companies House section of our website and complete the Document Authentication Process. Companies House will then process your requested authentication code (usually within 5 working days), enabling you to start using our service to manage your companies.

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14. What if I decide I no longer need my company?
If, as a private company, you have not traded or carried out business for at least three months, you can apply to the Registrar of Companies to be struck off the register.

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15. What is a registered office and do I need one?
All registered companies are required to have a registered address. This is the address of your company in England, Wales or Scotland to which Companies House or other relevant governing bodies can send documents. A company registered address must always be an effective address for delivering documents to the company and its Directors/Shareholders.

Please note that Companies House use the Post Office address file to verify addresses, so it is important that your proposed registered address is recognised by the Post Office, and the correct postcode is given.

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16. Does duly formed™ provide a registered office address service?
Yes. We are pleased to be able to offer two Registered Office addresses at prime locations in London. One based in Regent Street, W1, London for £129.99 + VAT per year, with the second based in Margaret Street, W1, London for £129.99 + VAT per year. More Registered Office addresses at major city locations around the UK will be available shortly.

To utilise one of our registered office addresses when ordering, please select the required address at the point where you are asked to enter your company name that you wish to incorporate. A drop down list will be presented to you for selection.

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17. Is it possible to change my registered office?
If your company moves to another registered UK office address after incorporation, then this new address must be notified to Companies House on Form 287. You can send this form online directly from duly formed™ for free, as many times as you like, from your account.

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18. Should I register for VAT and where can I obtain information about VAT?
You should always approach your accountant as a first port of call, to receive professional advice on whether to register for VAT.

Where your sales are to the public, you will be able to offer lower prices if you do not charge VAT. If you are selling to businesses, then the VAT will not affect the cost to the business, so you will be able to reclaim all your VATable costs (some exceptions being salaries, rates, and rent).

Please refer to the following website for more information:

HM Revenue & Customs VAT information


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19. Where can I obtain information from the Inland Revenue?
The Inland Revenue will automatically send you a registration form once you have incorporated your company. For more information, please speak with your accountant, or visit:
Inland Revenue Service

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20. Is it true the company name must be on all official documents?
That’s right. The list below outlines the documents on which your company’s name must be clearly readable:

• Company letters, compliment slips, official correspondence
• Announcements, notices and other official publications
• Invoices, purchase orders, endorsements, cheques, promissory notes and any documentation asserting to be signed by the company or on its behalf.

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21. Should my company’s name be displayed outside its premises?
That’s right. Even if your company is run from your home, its name should be fixed – or painted – outside the premises at which it’s based, with the name clearly visible and readable.

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22. I’ve heard I need a company seal. Is that true?
No, not any more. With the passing of the Companies Act in 1989, a company seal is no longer necessary. This is why our FastForm Startup and Entrepreneur packages do not include them. A seal however is perfect for embossing your company documents and certificates, should you require them.

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