Forming a Limited (Ltd) Company

Published on 17 June 2009 by Justin in General

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I can quite honestly say that the vast majority of micro businesses that form under the banner of a limited company don’t have a clue what they’re doing. This might be a sweeping statement but it’s something I’m convinced about.

People don’t realise a limited company requires lots of admin to maintain and run the structure correctly. Early in my days of running carrotmedia Ltd I filed a resolution with Companies House that was so bad my solicitors recommended going to court to have it removed.

However, I’ve learnt a huge amount over the past 5 years and created some quite complex structures within carrotmedia Ltd. Effective limited company planning can help with tax management, staff shareholding incentives, risk management, etc.

I’ve written a few questions below which you should be able to answer if you are either thinking about a limited company or currently running one:

  • When did you last modify or amend your Memorandums & Articles of association?
  • When was the last special and ordinary resolution filed?
  • Is your company resister filled in and stored at your registered office address?
  • Do you have the correct shares issued and do you need different share classes?

I’m not a limited company expert and a lot of my knowledge is limited to theory. In reality my ability to correctly action and word resolutions could be better. I work with a good firm of solicitors to ensure all my resolutions make good legal sense and I would highly recommend working with a professional company secretary. A correctly organised limited company can help with structuring growth and will save you a fortune! Whatever you paid in fees can be repaid in the blink of an eye.

We decided a limited company was the correct legal structure for Eliot Turner and you will see the company is now formed on Companies House. We wanted every member of the carrotmedia Ltd family to be involved at a director level with a shareholding. In the future we want every member of staff we employ to have an interest in the company. You might think this is high risk but by protecting yourself through clever resolutions and a shareholders’ agreement you can keep full control of the company. For example, I could give a member of staff a A1 Class share which has no voting rights but entitles them to a small share of the profits. I could specify that these shares can only be held while employed by carrotmedia Ltd a completely unrelated company.

I hope this gives you a flavour of how a limited company can be used to develop your business and protect you while incentivising others.

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