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Deluxe Plan |
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 £ 200.00 | Annual Maintenance Fee £200.00 | | |
 This package includes annual return, annual accounts, and general meeting reminders, and a dedicated administrator based in our office in London.
We will complete and file the annual return and certify the annual accounts on behalf of your company. This package is also includes the nominee secretary's signature on documents and preparation of a letter relating to the opening of a business bank account.  With this option we will provide the following service: -
 Providing members and directors with notice of general and extraordinary meetings;
Sending copies of resolutions and agreements to Companies House;
Supplying a copy of the accounts to every member of the company, every debenture holder and every person who is entitled to receive notice of general meetings;
Maintaining the statutory registers;
Keeping, or arranging for the keeping, of copies of all resolutions of members passed otherwise than at general meetings, minutes of all proceedings and general meetings;
Monitoring changes in share ownership of the company;
Ensuring that the company files statutory information promptly;
Monitoring changes in relevant legislation and the regulatory environment and taking appropriate action;
Developing and overseeing the systems that ensure that the company complies with all applicable codes as well as its legal and statutory requirements.
This service covers the cost of reasonable handling of official company documents, which will be sent via standard post, but does not include the handling of general trading or banking correspondence, nor the use of express or courier services.
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While the legislation does not generally specify the role of the company secretary, the company secretary might normally undertake the following duties: - Maintaining the statutory registers.
Monitoring changes in share ownership of the company.
Ensuring that the company files statutory information promptly.
Providing members and directors with notice of meetings.
Organising, preparing agenda for, and taking minutes of, meetings.
Dealing with correspondence before and after meetings, collating information, writing reports, ensuring decisions made are communicated to the relevant people.
Providing members with proposed written resolutions and auditors with any passed resolutions.
Sending copies of resolutions and agreements to Companies House.
Supplying a copy of the accounts to every member of the company, every debenture holder and every person who is entitled to receive notice of general meetings.
Arranging the general meeting and co-ordinating production of the annual report.
Keeping, or arranging for the keeping, of copies of all resolutions of members passed otherwise than at general meetings, minutes of all proceedings and general meetings.
Ensuring that people entitled to do so can inspect company records.
Monitoring changes in relevant legislation and the regulatory environment and taking appropriate action.
Developing and overseeing the systems that ensure that the company complies with all applicable codes as well as its legal and statutory requirements.
Custody and use of the company seal. Companies no longer need to have a company seal, but if they do, the secretary is usually responsible for its custody and use. (You can buy company seals from us.)
As the secretary is an officer of the company, they may be criminally liable for defaults committed by the company. For example failure to file - in the time allowed - any change in the details of the company's directors and secretary, and the company's annual return.
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(click here for other packages)
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| General Advantages Of Limited Liability Companies:
1. Liability is, in the vast majority of cases, strictly limited to the investments made by the shareholders.
2. Company Officers are not personally liable for their actions unless, in most instances, there is a clear and serious breach of their fiduciary duty.
3. Ironically, despite the limited liability, such entities often benefit from 'greater prestige' than their sole proprietorship or partnership counterparts. The reason is probably because such an enterprise normally requires more planning and thus is deemed more credible.
4. They often benefit from significant tax advantages. In fact, many countries around the world give exclusive tax incentives to this type of entity.
5. The rights of shareholders are normally clearly defined and protected. Promotes good record keeping.
6. Corporate taxes only become payable after the end of the financial year. This means that money that would otherwise be taxed on a monthly or quarterly basis is available to earn further money before the final payment of tax.
7. You must appoint a minimum of 1 Director.
8. Directors can be corporate bodies or private individuals.
9. A Director can be of any nationality.
10. All companies must appoint a company Secretary. A Secretary can be of any nationality.
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- DEAR VISITORS, If you want to become familiar with the description and the contents of the UK company formation packages, offered by Coddan and to find above, what kind of service is included in this or that companies registration package, to get an idea about the price of annual renewal of the service, and about the general legal requirements to the company incorporation within foreign countries, please, select the package you need from the list, situated below the banner. The information in the banner will be renewed according to the package you've chosen. Every limited company must have a Company Secretary (Companies Act 1985 section 283) who will perform a variety of tasks crucial to the smooth running of the company, which includes ensuring that the company's statutory obligations are complied with.
We provide a company nominee secretarial service to ensure that these important statutory requirements are fulfilled, leaving the day to day running of the company to the directors. We ensure that all the company's statutory requirements are met, including the filing of the accounts and annual returns (subject to the receipt of all requisite documents). As your Company Secretary, we will prepare other documents in respect of changes to the company structure as and when they occur. Such matters will include allotment of shares, transfer of shares and appointments and resignations of officers.
Please note » The prices payable for the items that you order are clearly set out in the web site. There will be no contract of any kind between you and us unless and until we receive payment from you. We act as your agent in the incorporation of companies and electronic filing of Companies House forms. We are not able to guarantee that any such filing will be acceptable to Companies House, nor are there any contractual obligation upon us to do so. If Companies House rejects registration or other electronic filing, we will credit your account with a full refund and the contract between us will be made void. Companies House does not offer a cancellation facility for the incorporation of companies or the electronic filing of documents. We will be unable to cancel any such submission on your behalf and will not refund any payment you have made. All prices shown at Coddan Web Site (www.uk-company-formation-agents.co.uk) are in Great British pounds.
Live Help » Live Help is a real time "chat" feature which enables you to interact with a customer service representative without a phone call. Get answers to your questions while using our website. Clicking the "Live Help" button will start an on-line session with one of our representatives. Live Help is currently available during normal business hours. Outside of the above opening hours our business center will be closed. When you click on the button you will see an e-mail form that will allow you to send us a mail with your questions. Live Help is absolutely free! There are no hidden fees. We offer the service as a courtesy to our website visitors.
 Basic Types of Limited Liability Company:
Private Company Limited By Shares - most common type of company in the England & Wales. The principal purpose is to earn profits for the shareholders who may or may not be the same as the Director(s) or Secretary. These companies can be formed and registered with as little as One Pound (£1.00). In most cases, they adhere to a standardized format and are remarkably inexpensive.
A Public Company Limited By Shares. Theoretically this is a company, which has the same profit motive as a private undertaking save that its shares can be offered for sale to the general public. In reality, the vast majority of PLC's simply operate as "private" companies employing the PLC name simply as a prestige marketing "tool". Nevertheless, even a Public Limited Company, which has not sought a public stock exchange listing, must adhere to the requirements of English & Welsh legislation.
The most important differences are that there must be a minimum paid up capital of at least £50,000.00 with, at least, one quarter of that sum being immediately and fully paid up. Penalties for non-adherence to the provisions of the Companies Act 1985 are also higher. The cost of a non-listed and standard format PLC will vary from £350.00 to £700.00. However, the cost of forming a public listed company can run into hundreds of thousands of Pound's since the legal documentation (the Memorandum & Articles of Association) will always need to be specially drafted and the admission rules set out in the "Yellow' Book (which outlines the requirements for public listing) will have to be adhered with. The latter requiring the services of underwriters, accountants and lawyers - If you think that you may require this type of company please contact our offices by e-mail or by telephone.
A Company Limited By Guarantee. This is a company, which has not been established to earn profits for its members but rather to carry out a particular purpose. Charitable, housing and organizational associations most commonly use this type of vehicle. The price of such a company will vary greatly depending on its intended use. If you think that you may require this type of company please contact our offices by e-mail or by telephone.
- Structure of a Limited Company - Company Secretary. Coddan Provides Company Statutory and Nominee Company Secretarial Services - from £75.00:
We would be happy to provide you with nominee services (Nominee Director, Nominee Shareholder, and Nominee Secretary) when incorporating the new company. Every UK limited company must have a company secretary (Companies Act 1985 section 283) who will perform a variety of tasks crucial to the smooth running of the company, which includes ensuring that the company's statutory obligations are complied with. We will act as your nominee secretary or as a joint company secretary to ensure you are compliant with the Companies Act. As a rule, the corporate secretary does not have any involvement in the day-to-day operation of the business and does not become a signatory to any bank accounts.
The secretary, very broadly speaking, is usually responsible for administrative matters concerning the company. It is generally the duty of the secretary to maintain official company minute books, statutory registers and prepare and lodge any necessary returns required by Companies House, such as changes to directors and filing of Annual Returns and accounts. The secretary is answerable to the directors, and is often called upon to keep the directors advised of changes in company law affecting the running of the company. Whilst the secretary can be held personally liable for non-filing of Companies House returns, in practice it is generally the directors upon whom this responsibility lies. The secretary can be resident anywhere in the world and can be of any nationality.
Any appointment and changes of directors or company secretary must be notified to the Companies Registry (Forms 288 (a), 288 (b) and 288 (c)) and properly documented. If yours is a public company, you must have a company secretary who is suitably qualified and experienced to perform his duties. Specifically he or she should have a legal, accounting or company secretarial qualification or sufficient experience in a comparable job to perform the duties inherent in the position. In a private company the company secretary does not have to hold formal qualifications - however, the directors of a private company would be failing in their duties if they appointed a company secretary who did not have the appropriate skills and experience.
The directors must appoint at least one person to serve as company secretary. A person here includes a company and it is common within a group of companies to have a service company within the group acting as company secretary to other group companies.
- We can provide a fully comprehensive nominee secretarial service for private companies and limited liability partnerships including their formation, on-going maintenance of statutory records, organizing and witnessing required meeting of directors and shareholders alongside preparation of minutes. If appropriate, you can select our offices as your registered office. We check documents that we receive, determine what action is required and notify director(s) as appropriate. We will of course assist you with changing company name, alternation of director or secretary and applying for deregistration of limited company.
Our experienced nominee corporate secretaries will assist you with personalized corporate secretarial advice and services: register representative and branch offices, prepare annual general meeting documents and file annual returns, effect changes of Board of Directors and their particulars, prepare routine resolutions, prepare documents to effect an increase in authorized share capital, allotment of shares, change of auditors, change of company name, amendments to the Memorandum and Articles of Association and file necessary returns with Companies House. Nominee secretaries are often appointed in order to fulfil this role in a professional capacity. We can provide nominee services for clients who are looking to incorporate a company but they do not have the requirements of TWO persons in order to complete the incorporation. On the other hand we help our international clients overseas by providing them with an officer of the company at an affordable fee. Clients who use the company secretarial service can be sure that all the requisite Annual Forms and returns will be properly filled out and lodged with the Companies Registry in due time.
Our annual fee includes the cost of processing the company's Annual Return each year. Our one off fee is all-inclusive for the 12-month period with no hidden charges.
- IMPORTANT NOTE:
Coddan can provide a nominee secretary for your private company or for your limited liability partnership. The nominee company secretary service is ideal for sole directors unable to find someone to take on this role. It means you can still operate a limited company as sole director and shareholder whilst benefiting from the excellent support of a professional company. Our annual fee includes the cost of processing the company's Annual Return each year. Our one off fee is all-inclusive for the 12-month period with no hidden charges.
If you wish to keep your name off the Public Records, so that it is easy to discern that you are involved with a company, then this is the service for you. The nominee will sign all corporate documents, except those that are not lawful or that bring personal liability to the nominee. There is a yearly charge for the nominee service. By appointing our corporate nominee director you can remain anonymous from your company, as no personal details will be recorded at Companies House. This service has been designed to allow our clients to retain their privacy for legitimate reasons in a world where your personal information can easily be obtained by anyone that knows where to look. This service is not to be used for any illegal purposes. If you are seeking anonymity for illegal reasons, please go somewhere else to incorporate.
You will still control the company as an authorised representative (by General Power of Attorney) but it will not be possible to search Companies House records to identify you. This General Power of Attorney gives the Attorney authority to take decisions and actions on behalf of the company. These include buying or selling property or shares, signing cheques etc. This General Power of Attorney allows the Attorney to open, operate and close any bank or building society account in the company's name, and a Power of Attorney that allows the Attorney to sign cheques on behalf of the company.
| Nominee Secretary. Description of Service | Annual Cost | Nominee Secretary for 12 months to include - - Arranging appointment of our nominee. Coddan will act as your company secretary or as a joint company secretary to ensure you are compliant with the Companies Act
- Assessment of company's filing status at time of appointment to ensure everything is in order at Companies House
- Filing the Company's Annual Return for no additional charge
- Business advice throughout the year when possible
- No hidden charges!
| £75.00
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| Nominee Director. Description of Service | Annual Cost | Nominee Director for 12 months to include - - Agreement for the provision of nominee Service and Indemnification of Nominees
- Pre-signed undated Resignation Letter
- General Power of Attorney
- Beneficial Owner Declaration (this document will need to be signed and returned to us)
- Indemnity Letter for General Power of Attorney (this document will need to be signed and returned to us)
- Indemnity Letter to the Nominees (this document will need to be signed and returned to us)
- Who is a Nominee Director?
- A nominee director is someone who in fact is renting his or her name to you. Our nominee director service is used to ensure the highest degree of privacy and confidentiality
| £125.00
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| Nominee Shareholder. Description of Service | Annual Cost | Nominee Shareholder for 12 months to include - - Arranging appointment of our nominee. Coddan will act as your company shareholder
- Upon taking on the duties of Nominee Shareholder, we would hold your shares on trust in the form of a Nominee Shareholders Agreement
- Agreement would serve the purpose of ensuring that your identity as Beneficial Owner(s) is only known to us and not put on public record at the Company's Registry
- An original Share Transfer Form signed by us, but undated, will be issued to you, so that you can have the security of being able to transfer the shares at any time
| £100.00
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- The Company Secretary Usually Undertakes the Following Duties:
Maintaining the statutory registers. These are: the register of members (section 352); the register of directors and secretaries (section 288); the register of directors' interests (section 325); the register of charges (section 407 or 422 for Scottish companies); and for public companies only, the register of interests in shares (section 211).
Ensuring that Statutory Forms are filed promptly. You cannot simply send a letter to notify the Registrar that you wish to change the situation of the company's registered office or that changes have occurred among directors or secretaries or their particulars. You should normally use forms 287 and 288 (a, b or c) as appropriate. You may also use the Annual Return Form 363s in some circumstances if the return is due at the convenient time. Changes of directors' and secretaries' details must be notified within 14 days. There are many other forms that need to be delivered to the Registrar.
Providing Members and Auditors with Notice of Meetings. You must give them 21 days written notice of an annual general meeting. You must give them 14 days written notice of a meeting, which is neither an annual general meeting nor a meeting to pass a special resolution. If you are the secretary of an unlimited company, the written notice required is 7 days.
Sending the Registrar copies of resolutions and agreements. You must send him copies of every resolution or agreement to which section 380 applies, for example special and extraordinary resolutions, within 15 days of them being passed. Supplying a copy of the accounts to every member of the company, every debenture holder and every person who is entitled to receive notice of general meetings - also copies demanded by anyone under section 239 of the Act. You must send accounts at least 21 days before a meeting at which they are to be laid - see section 238 of the Act.
Keeping, or arranging for the keeping, of minutes of directors' meetings and general meetings. Ensuring that people entitled to do so, can inspect company records. For example, members of the company and members of the public are entitled to a copy of the company's register of members, and members of the company are entitled to inspect the minutes of its general meetings and to have copies of these minutes.
Custody and use of the company seal. Companies no longer need to have a company seal but if they do, the secretary is usually responsible for its custody and use. As the secretary is an officer of the company under section 744 of the Act, they may be criminally liable for defaults committed by the company. For example failure to file - in the time allowed - any change in the details of the company's directors and secretary, and the company's Annual Return.
The secretary may also have to make out a statement of the company's affairs if an administrative receiver or a provisional liquidator is appointed, or if a winding-up order is made. (Sections 47 (Section 66 for Scotland) and 131 of the Insolvency Act 1986.)
Failure to carry out some of duties can result in the company being charged a considerable amount of money or even in the directors being prosecuted. To help you avoid this we provide a company secretarial service to ensure that these important statutory requirements are fulfilled, leaving the day-to-day running of the company to the directors. We ensure that all the company's statutory requirements are met, including the filing of the accounts and Annual Returns (subject to the receipt of all requisite documents). As your company secretary, we will prepare other documents in respect of changes to the company structure as and when they occur. Such matters will include allotment of shares, transfer of shares and appointments and resignations of officers.
He or she normally takes charge of ensuring that any documents which need to be sent to Companies House are sent on time. The secretary can also be a director, and therefore have the same responsibilities as the other directors. If the secretary isn't a director, he or she is still is an officer of the company and is responsible for it's actions (with the exception of the companies accounts, which are the personal responsibility of the directors).
Amongst other things, the company secretary of any company is responsible for: completing and filing the Annual Return; filing the Annual Accounts; maintaining the registers that a UK company is required to keep by law. Filing information on changes in directors' (secretaries') details; filing information on appointment/resignation of directors and secretaries. Filing information on change in registered office; filing information regarding changes in shareholdings and share structure. Issuing share certificates; issuing dividend vouchers. Making arrangements for company meetings and maintaining the minute book.
At our disposal we have a state of the art database, which ensures that our service is cost effective, efficient and readily accessible to you. You will be relieved of these administrative and compliance burdens, giving you more time to concentrate on the business of managing your company. Keep us informed of any changes and we will do the rest. If you do so, our service will ensure you avoid the consequences of non-compliance i.e. penalties, prosecution or your company being struck off the register.
Let Coddan take away some of the administrative burden of running your company. We will deal with Companies House on your behalf and file the company's Annual Return included in the annual fee. We will also be on hand to offer business advice throughout the year in our role as nominee company secretary. Do you only have one person involved in your company? We act as your company nominee secretary and you need not involve anyone else in the company as this satisfies the legal requirement of for two company officers. If you are using our registered office service it is then convenient to keep the company registers at our offices to. This service is required if you wish to remain anonymous.
The nominee secretary service will need to be renewed after one year. You will be contacted regarding confirmation of details re: the filing of the Annual Return, and renewal of the service. If we are to provide an efficient service, you will need to keep us informed of any changes in contact details. If we are unable to contact you, we will be unable to file the Annual Return, nor continue to act on your behalf. Ultimately we will have to refer the matter to Companies House. We designed our business formation packages to provide the most valuable features and services for the lowest price. Our packages include the most commonly requested products and services most of our customers need, but we also offer a variety of additional options. You can add these additional options to your package when you order, or as needed.
- Charity Secretaries:
Charity secretaries (the company secretary within a charitable company) are responsible for ensuring that charities are run within the law and the terms of the governing document. The status and exact role of the Charity secretary will vary from one organisation to another, but common functions will be to support the board to find their way through the maze of law, governance and good practice and to facilitate effective meetings.
The Companies Act requires all limited companies (and therefore charitable companies) to have a company secretary, but all structures of charity can benefit from a secretary.
- Supporting the Board:
Charity boards often represent a range of skills and experience, but few will be fully conversant in all the legislation affecting the charity and the provisions of the governing document. A key element of the Charity secretary's role is to support the board in this respect. The secretary is custodian of the governing document and as such is responsible for ensuring that board meetings, annual general meetings and extraordinary general meetings are run effectively and in accordance with the provisions of the governing document. The Charity secretary is also responsible for legal compliance. This aspect of the role includes ensuring that trustees have the right information to enable them to make informed decisions and fulfil their responsibilities.
- Functioning of the Board
Charity secretaries' duties in this area include: ensuring the correct appointment of trustees, that they are: not disqualified in law. Eligible to be trustees under the provisions of the governing document. Appointed according to the procedure laid down in the governing document. Organising the induction of new trustees.
Arranging and administrating meetings of the board and any subcommittees. This duty includes: practical arrangements for the meeting; developing the agenda with the chair; ensuring that the agenda and other papers are circulated to all members in good time for the meeting. Ensuring meetings are properly convened, constituted and quorate. Providing trustees with any additional information necessary to facilitate decision making, including Informing them of their powers and duties under the governing document. Confirming decisions, drafting minutes, monitoring the implementation of trustees' decisions. Writing letters arising from committee meetings, receiving correspondence and acting promptly on information received. Keeping stock of informative literature (policy statements, back copies of magazines to be given or sold to prospective members or other interested parties) and keeping records of membership.
Charity secretaries will fulfil a similar role in relation to meetings of the members, such as Annual and Emergency General Meetings.
- Compliance:
As well as a thorough knowledge of the governing document, Charity secretaries will have a good understanding of charity law and company law. Whilst they may not know the detail of other relevant legislation, such as employment law, health and safety etc., they understand the basic principles and are able to identify potential areas of contention and seek further advice when necessary.
In terms of supporting the board, duties may include: providing legal guidance and advice - the Charity secretary should be able to answer trustees' queries relating to company and charity law and access further information in relation to more complex questions in these and other areas of the law. Explaining property issues, including charity law requirements regarding the disposal of land. Fulfilling insurance requirements, such as public and employer's liability insurance, as well as the more obvious property insurances. Developing and implementing a process of legal health check and review, for example, auditing the governing document, reviewing property leases, monitoring employment and personnel procedures. Ensuring compliance under contractual arrangements, and under company and charity law, including the provision of information to regulators.
In charitable companies limited by guarantee, the Charity secretary is legally responsible for submitting information to Companies House. The Charity secretary can incur personal liability if s/he breaches certain requirements under the Companies Acts. The penalties for such breaches include fines and imprisonment. The Charity secretary may also be liable for claims from the charity for damages and compensation for losses incurred as a result of his/her negligence.
An important characteristic of the Charity secretary's role is to serve as the conscience of the charity, acting with integrity in following the law and the governing document. On occasion, this may bring the Charity secretary into conflict with the wishes of the trustees. In such cases the secretary must exercise a degree of independence and act according to the law and his/her professional judgement. This is particularly important given the potential consequences to the Charity secretary of failure to comply with the law.
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