Company Formation Documents

The Companies Act 2006 sets out how companies are formed and the role of Companies House as registrar. This section focuses on incorporating a private company limited by shares, from planning and choosing articles through to the first board meeting and initial share certificates.

For companies limited by guarantee, these templates can be used alongside the Charities & Not-Profit templates where a guarantee company is being formed for charitable or not-for-profit purposes.

When Should You Use These Company Formation Templates?

✅ You are forming a new private company limited by shares
✅ You are a sole trader incorporating your existing business into a company
✅ You are putting in place a company limited by guarantee for a club, charity or not-for-profit activity
✅ You need a complete set of core incorporation documents, including memorandum, articles, Companies House forms and first board minutes

How Are These Templates Organised?

1. Planning and structure

Company Formation Checklist
Helps you plan the formation process, gather the information needed for Companies House and identify which supporting templates to use.
Memorandum of Understanding (Formation of a Company)
Records key terms agreed between founders (for example shareholdings, roles and contributions) before the company is incorporated.

2. Incorporation documents – companies limited by shares

CHF - IN01 - Application To Register A Company
The standard Companies House application to incorporate a company, to be completed and filed with Companies House.
Memorandum Of Association For Private Company Limited By Shares
Confirms the subscribers’ intention to form the company and take at least one share each.
Model Articles of Association for Private Company Limited by Shares
Standard form articles suitable for many straightforward private companies, based on the Companies Act model form.
Amended Model Articles of Association (Company Limited By Shares)
An adapted version of the model articles for companies that need common modifications (for example, different share rights or director arrangements).
Guidance Notes for Amended Model Articles of Association (Company Limited By Shares)
Explains the main changes to the model articles and how they affect the company’s constitution.

3. Incorporation documents – companies limited by guarantee

Memorandum (Company Limited By Guarantee)
Memorandum wording for a company where members guarantee a sum instead of holding shares.
Articles of Association (Company Limited By Guarantee)
Constitution for companies limited by guarantee, commonly used for charities, clubs and associations.

4. First board meeting and initial company records

Board Minutes – First Meeting Of The Board Of Directors
Captures the first board meeting decisions, such as confirming appointments, approving the registered office, bank mandate and share issues.
Share Certificate
Template share certificate to evidence each shareholder’s legal title to their shares once the company is incorporated. If the company will issue further shares after incorporation (beyond the initial subscribers), see Allotment & Issue of Shares.
For the first ongoing Companies House filing after incorporation, see Confirmation Statement Guidance.

5. Transferring a sole trader business into a company

Business Transfer Agreement – Sole Trader to Limited Company
Transfers the assets, contracts and goodwill of a traditional sole trader business into the new company.
Business Transfer Agreement – Sole Trader to Ltd Company (web-based business)
As above but tailored to online or web-based businesses, addressing digital assets, domain names and online content.

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