A certificate of incorporation is a vital document for any company. Whether you’re setting up a new business or need a copy for official purposes, understanding the process to obtain one is essential. In this guide, we’ll explain what a certificate of incorporation is, how to obtain one and what to do if your original is lost.
What is a certificate of incorporation?
A certificate of incorporation is an official document issued by the Companies House in the UK or similar authorities in other countries. It acts as proof that a company has been legally registered and incorporated.
💡Editor's insight: "I like to think of the certificate as the company’s birth certificate. It essentially confirms its legal existence."
Some of the key details included on the certificate of incorporation are:
The company name
The company registration number (CRN)
The date of incorporation
The type of company (like private limited or public limited)
The jurisdiction of incorporation
Where the company is registered (England and Wales, Wales, Scotland or Northern Ireland)
Official seal of the Registrar of Companies
In addition, Companies House can add other information to a certificate of incorporation. For example, the registered office address or director's details.
When do you receive a certificate of incorporation?
You receive a certificate of incorporation once your company is successfully registered with Companies House in the UK. If you register a company online, you often receive the certificate of incorporation in digital (PDF) format. The process is quick - it can typically be within 24 hours of your application.
Things you'll need to incorporate a new company:
A unique company name that meets legal guidelines
At least one director
Determine the structure and allocate shares
Prepare a memorandum and articles of association
Register your company with Companies House
Set up a business bank account and register with HMRC
How to get a copy of a certificate of incorporation?
If you’re setting up a new company, the certificate of incorporation is automatically issued upon successful registration with Companies House. However, you may need an additional or replacement copy for various reasons, such as opening a bank account or applying for a loan.
Steps to get a copy:
Check your records: If the original certificate was issued digitally, locate it in your email or online company account.
Order from Companies House: Visit the Companies House website. Use the online search service to locate your company, you can then request a certified or uncertified copy. Certified copies are typically needed for official purposes.
Contact your formation agent: If you registered through a formation agent, they may have copies of your documents.
How much does it cost to get one?
The latest advice from Gov.UK is that "Orders for incorporation documents cost £30. We aim to send these orders within 10 working days." The same-day service usually costs £50, but for incorporation documents, it can cost £100. Prices may change - always check the official Gov.UK website for the latest fee advice.
What to do if you’ve lost your original
If your original certificate of incorporation has been lost or misplaced, don’t panic. It’s straightforward to replace it. Rest assured, losing your certificate won’t affect the legal status of your business, but having a copy is often necessary for compliance and administrative tasks. Here's a step-by-step guide:
Identify the type of certificate: Determine whether you need a certified or uncertified copy.
Order a replacement: Go to the Companies House website and submit a request for a replacement.
Get a digital copy: For modern companies, a digital certificate is available in your Companies House online account.
When do you need a certificate of incorporation?
There are several situations where a certificate of incorporation is required. Common scenarios include:
Opening a business bank account: Banks often request this document to verify your company’s registration.
Applying for loans or funding: Investors and lenders may need proof of your business’s legal status.
Entering contracts: Some clients or suppliers might require confirmation of incorporation before signing agreements.
Legal or regulatory requirements: For example, when registering for VAT or filing certain legal documents.
FAQs
Does a sole trader need a certificate of incorporation?
No, sole traders do not need a certificate of incorporation because they are not separate legal entities. Sole traders operate under their own name or a trading name and do not register with Companies House. However, if a sole trader decides to incorporate their business into a limited company, they will receive a certificate of incorporation upon successful registration.
How long does it take to get a certificate of incorporation?
For new company registrations, the certificate is usually issued within 24 to 48 hours if registered online. Postal applications take longer, typically 8 to 10 working days. If you’re requesting a copy of an existing certificate, it can take a few days for standard delivery or be issued on the same day if you pay for expedited service.
What is on a certificate of incorporation?
A certificate of incorporation includes the following information:
The company’s official name
Its unique company registration number (CRN)
The date of incorporation
The type of company (like a private limited company)
The jurisdiction under which the company is registered (England and Wales, Scotland Northern Ireland)
This document serves as legal proof that the company exists and is properly registered
Final thoughts
A certificate of incorporation is more than just a piece of paper, it’s the foundation of your company’s legal identity. Obtaining or replacing a certificate of incorporation is a straightforward but essential process for any business owner. Whether you’re setting up a new company, replacing a lost certificate, or fulfilling administrative requirements, understanding its purpose and how to access it can save you time and stress.
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References
Certificates and certified document copies from Companies House
Certified documents from Gov.UK