Registration of overseas companies in the UK
Registration of overseas companies in the UK

The following Corporate practice note provides comprehensive and up to date legal information covering:

  • Registration of overseas companies in the UK
  • What is an 'overseas company'?
  • When is an overseas company required to register at Companies House?
  • What is a 'branch'?
  • What is a 'place of business'?
  • Procedure for registration of a UK establishment
  • Requirement to register
  • Particulars to be registered
  • Documents to be delivered with the return
  • The registration
  • More...

Coronavirus (COVID-19): Following the COVID-19 outbreak, some Companies House filing and other administrative procedures have been temporarily suspended or changed. For further details of the impact of COVID-19, see Practice Note: Coronavirus (COVID–19)—impact on company filing and administrative procedures.

When an overseas company opens an establishment which carries on business in the United Kingdom, it may have to register its particulars with Companies House pursuant to the provisions of the Companies Act 2006 (CA 2006) and the Overseas Companies Regulations 2009 (OC Regs).

This Practice Note should be read in conjunction with Practice Notes: Overseas companies in the UK—alteration of registered particulars, accounts and charges, Overseas companies registered in the UK—trading disclosures and execution and Overseas companies in the UK—winding up, liquidation, insolvency and closure.

What is an 'overseas company'?

The CA 2006 defines an 'overseas company' as any company incorporated outside the UK. Not every overseas company that carries on business in the UK is required to register its particulars with Companies House; the company will have to consider the CA 2006 and the OC Regs to determine whether registration is necessary.

When is an overseas company required to register at Companies House?

An overseas company has to be registered at Companies House if it opens an 'establishment' in the UK. An establishment is:

  1. a branch within the meaning of the Eleventh Company Law Directive, or

  2. a place of

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