Tailoring a shelf company

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

  • Tailoring a shelf company
  • Purchasing a shelf company
  • How to tailor a shelf company
  • Transferring subscriber shares
  • Statement of initial significant control
  • Appointing new directors
  • Appointing a company secretary
  • Terminating the appointment of the agent's directors and secretary
  • The registered office
  • Change of name
  • More...

Tailoring a shelf company

A person wishing to set up a new company has the following options:

  1. they can incorporate a new company in accordance with the Companies Act 2006 (CA 2006), which is tailored to meet its specific requirements upon incorporation (a tailor-made company), or

  2. they can purchase a ready-made company (ie, a company that has already been incorporated but which has never traded) 'off-the-shelf' from a company formation agent (a shelf company) and tailor that company to its requirements

The steps involved in purchasing and tailoring a shelf company are outlined below. For details on how to incorporate a tailor-made company, see Practice Note: Incorporating a company.

Purchasing a shelf company

Common reasons why a person may wish to acquire a shelf company are that they:

  1. do not have time to comply with the incorporation requirements themselves

  2. are inexperienced in matters of company law and want to rely on an experienced third party to incorporate the company correctly

  3. need to obtain a company more urgently than Companies House timeframes or opening hours would allow, or

  4. require a company with a particular incorporation date or accounting reference date

To purchase a shelf company, the purchaser will need to instruct a company formation agent, law stationers or firm of solicitors (an agent).

For a fee, the agent will provide a shelf company to the purchaser, together with:

  1. its

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