Looking to start a company in the UK? You’ll need a certificate of incorporation, which is an official document issued by Companies House when you successfully register your company. 

Your certificate of incorporation contains essential details about your business, such as the date of incorporation and your company registration number. It confirms that your business exists as a separate legal entity that is distinct from you and any other owners. 

You’ll need to provide a copy of your certificate of incorporation when performing some crucial early business actions, such as setting up a company bank account. 

In this guide, we’ll cover everything you need to know about the document – including what it is, what it’s used for and how you can get one…

The role and importance of a certificate of incorporation

The role of a certificate of incorporation is to confirm that your new company legally exists. It records the date of incorporation to demonstrate exactly when your business came into existence. 

Another important role the certificate plays is that it confirms your business complies with company law. Having a valid certificate of incorporation means no action has been taken to remove it from the register, and no directors have been disqualified. 

Essentially, the certificate is what gives your business the ‘go ahead’ to trade legally. It allows your business to conduct professional activities such as entering into contracts, trading abroad or buying/selling property. 

You may be asked to provide a copy of your certificate when opening a new business bank account or when applying for loans – so you’ll need to store it somewhere safe so that you can access it when you need to. 

Private limited companies vs. sole traders

Private Limited companies need a certificate of incorporation so owners can prove their business has been registered as a separate legal entity. Sole traders, on the other hand, do not need one. Instead of incorporation, a sole trader needs to register for Self Assessment with HMRC to remain compliant with tax reporting rules. 

Key information contained in a certificate of incorporation

Despite the BIG role it plays in confirming your business’ right to trade, a certificate of incorporation is actually fairly short. It’s a one-page document that contains: 

• Company type: The first part of a certificate of incorporation tells you what type of business you’ve registered – whether that’s a limited company, LLP or other entity. In the majority of cases, it will read ‘Certificate of incorporation of a private limited company’. 
• Company number: This is an 8-digit number that serves as a unique identifier for your organisation. It is also called a CRN (company registration number). 
• Company name: The document contains your chosen company name followed by whatever suffix matches the type of business you’ve registered i.e Limited, Ltd, LLP or CIC. 
• Date of incorporation: This date is when your company was first admitted to the company register by the Registrar of Companies. It may not be the same date as when you completed your registration – it’s instead based on when your application was accepted. 
• Companies House seal: At the bottom of your certificate, you’ll see the official seal of the Registrar of Companies. 

Obtaining and verifying your certificate of incorporation

You’ll get a certificate when you register your company, meaning you don’t need to take any additional actions outside of the standard process for incorporating your business. 

How to get a certificate of incorporation: 

1. Register your company online or by post via Companies House. Read our step-by-step guide to how to incorporate your business to learn more. 
2. Submit the required details, including company name and intended structure (see our guide to private vs public limited companies to learn more).
3. Pay the incorporation fee (£50 online or £71 by paper).
4. Once incorporated, you’ll receive your certificate. You can view your digital certificate at any time by searching the companies register for your business and then looking at the ‘filing history’ tab to find the certificate. 

If you want a physical copy of the certificate of incorporation, you can order one here. 

How to replace a lost or damaged certificate

Sometimes, whether through moving premises or through fire damage or other wear and tear, you may lose your original certificate. In such cases, you can order a replacement using the same methods we’ve just covered above – either by downloading a PDF copy or ordering a physical one. Note that the physical certificate carries different costs depending on how quickly you want to receive it – see this page for a breakdown. 

Updating your certificate: name and other changes

If you change your company name, you won’t automatically receive a new certificate. The original certificate of incorporation will contain the original name you registered with. 

Instead, you’ll receive a new document called a certificate of incorporation on change of name. This contains your company number, your old name, new name and the date the change took place. 

Your original name will remain in the public register under the ‘Previous company names field’ within the register. 

When do you need your certificate of incorporation?

In most day-to-day business situations, you won’t need your certificate. It’s mostly useful as a foundational document that proves your business exists legally. However, there are some specific situations in which you may need to provide a copy to another party. These include:

• Opening a business bank account: most banks ask for your certificate of incorporation when you’re setting up an account for the first time. 
• Securing investors or loans: banks and private investors may ask for proof of incorporation as part of the initial verification process when looking to secure finance. 
• Entering into major business contracts: some businesses may expect you to provide additional documentation before they agree to enter into contract with you – though this isn’t common practice for businesses trading within the UK. It is far more likely, however, when you’re trading with a business overseas. 
• Registering for tax reporting: you don’t need the actual certificate when registering for corporation tax and VAT. You do, however, need the details it contains, such as the date of incorporation and company number – so keep the document on hand as a reference.

How to manage your certificate

In the day-to-day variety of running a business, it’s easy to lose track of your certificate of incorporation. Though you can always look up a copy online via the companies register, if you’ve got a physical copy, you should make sure you store it somewhere safe where it is unlikely to be lost or damaged. 

Additionally, though the original certificate remains the same, you should always inform Companies House as soon as possible if you need to change any details related to your business.

Final thoughts and key takeaways

A certificate of incorporation is a vital document that legally establishes your company and helps serve as a record of credibility. You should always aim to keep your records safe and up-to-date in order to remain compliant with Companies House regulations and your duties as a director. 

If you’re new to running a business and want to make your tax reporting obligations easier than ever, use Crunch. Our Limited Company accounting services make managing your finances and staying on top of tax simple. Click here to learn more. 

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