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Setting-up a business in Northern Ireland has never been easier!

Welcome to Coddan, online Northern Ireland companies formation agent. We also offer Nominee Secretary and registered office facilities in addition to Northern Ireland company formations. We will form your new Irish company with your intended Directors, Company Secretary, registered office, and shareholders all in place and recorded at Companies Registry at the time of formation, although we can of course still use our nominees for incorporation purposes if you prefer. We offer company registration with a full set of limited company documents for as little as £89.95.

Setting up a company brings many obligations. It may be worthwhile taking advice from a solicitor or accountant as to whether an incorporated company is the best way for you to run your business. Article 12 of the Companies (Northern Ireland) Order 1986 allows one or more persons to form a company for any lawful purpose by subscribing to its Memorandum of Association.

Find out how to form a company and register your company for tax purposes. Did you know that the type of company you decide to start-up will determine your dealing with the Northern Ireland Companies Registry? In addition, the type of company you start-up will also determine the nature of any Memorandum and Articles that will require drafting. You will also find useful information regarding the name you choose for your company. Our procedures and the time required to register your company are also very clear.
Important Note:

You should bear in mind that "general commercial company" object clauses are not effective in Northern Ireland so specific objects will be required. The Memorandum and Articles of Association of a Northern Ireland company should contain detailed information about the company’s activity and objects.

The registered office address must be situated in Northern Ireland. Registered offices in Belfast, and Company Secretarial services can be arranged if required. It is not always appreciated that while Northern Ireland is still part of the UK, it has separate legislation and a separate Companies Registry in Belfast.

Companies House in Belfast (CHB) normally takes 5-7 working days to register a new limited company. Our incorporation service includes everything you need to form a new business entity: name availability check, provision of Memorandum and Articles, registration at the Northern Irish Registry, Certificate of Incorporation, Company register, provision of Memorandum and Articles.

The establishment of a private company in Northern Ireland is easy and straightforward. For more details about the procedures, requirements, and terms, please visit the start-up your business in Northern Ireland section of our main website.
British Companies Formation
The legal system of Northern Ireland (NI) is generally the same as in England and Wales. It is based on the common law and on legislation passed at Westminster over the centuries. However, there can be significant differences between the law of Northern Ireland and the law of the rest of the UK. Therefore, it is important to seek the advice of a Northern Ireland solicitor if you intend to carry on business in Northern Ireland.

For Northern Ireland companies, the Companies Registry in Belfast takes 7–10 working days to register a new company as they do not yet have the facility to incorporate electronically. NI company formations are paper-based applications and require a legalised signature (by Notary Public or solicitor) of the Director/s and Secretary of the company being incorporated. The company's Articles delivered to the Registrar must be signed by each subscriber in front of a witness who must attest the signature. The governing legislation for Northern Ireland companies is based upon the UK's Companies Acts of 1985 and 1989, and is referred to as Company Ordinances

Directors can be either an individual or corporate entity and there need only be ONE Director to incorporate a company. There are no residency or nationality requirements for Company Directors. A Company Secretary can be either an individual or company and may or may not be resident in Northern Ireland.

Coddan’s incorporation service includes everything you need to form a new business entity: name availability check, provision of Memorandum and Articles, registration at the Northern Irish Registry, and Certificate of Incorporation.

If you are looking for more information about the Northern Ireland companies incorporation procedures, please visit Northern Ireland company formation service.
Coddan provides companies incorporation services in Northern Ireland for just £89.95. We will be glad to help you with the full range of services from the incorporation to the annual maintains. In considering business entities in Northern Ireland, a distinction needs to be made between unincorporated and incorporated bodies. Businesses that are looking to establish their presence in Northern Ireland can consider the following available types of company.

Private limited company: private limited companies are the most common form of business entity used in Northern Ireland. The essential features of a private limited company are that the liability of Members is limited to the amount of share capital (common stock) subscribed or, in the case of a private company limited by guarantee, the amount of the guarantee provided by the Members.

Companies limited by guarantee in Northern Ireland: a private company may also be limited by guarantee rather than by shares. The Members agree that upon a winding-up they will contribute a certain amount to the assets of the company as specified in the Memorandum. Such companies are usually formed for educational or charitable purposes and are rarely appropriate for trading purposes. A company limited by guarantee may apply to be exempt from having the word “Limited” at the end of its name.

Public limited company: public limited companies have some of the same characteristics as private limited companies, for example the liability of Members is limited to the amount of nominal capital subscribed; however, the key difference is that public limited companies must meet the minimum authorised share capital requirement of £50,000 before they can be registered. The company will need to have at least two Directors (the age limit placed upon Directors is 70 years) and a Secretary; the Secretary of a public company must be qualified. As in the UK, the name of the company should end with “public limited company” or the abbreviation “plc”, and the company must have at least two Members.

Partnerships: a partnership is defined as the relationship that exists between “two or more persons carrying on business in common with a view to profit”. The partnership entity does not have a legal personality separate from that of its partners. In the legal sense, the partnership does not enter into contracts in its own name, but in the names of its partners.

Other types of company are also available for registration. For more details about incorporation procedures and requirements, please do not hesitate to contact Coddan, or visit the business organisation and structures section of our main website.
Northern Ireland Companies Formation FAQs

Who can register a company? Article 12 of the Companies (Northern Ireland) Order 1986 allows one or more persons to form a company for any lawful purpose by subscribing to its Memorandum of Association.

What is Form 21? Form 21 provides details of the company’s Director(s), Secretary and the intended location of the registered office address. As well as the names and addresses of the company’s officers, the Directors of the company must provide their date of birth, occupation, and details of other directorships they have held within the last five years. Each appointed officer and subscriber (or their agent) must sign and date the form. As in the UK, a sole Director cannot also be the Company Secretary.

What is Form 23? Form 23 is a statutory declaration of compliance with all the legal requirements relating to the incorporation of a company. It must be signed by a solicitor who is forming the company, or by one of the people named as a Director or Company Secretary on Form 21. It must be signed in the presence of a Commissioner for Oaths, a Notary Public, a Justice of the Peace, or a solicitor. Form 23 must be signed and dated after all the other documents are signed and dated.

What is the registered office address? It is the address of a company to which Companies Registry letters and reminders will be sent. The registered office can be anywhere within Northern Ireland. The registered office must always be an effective address for delivering documents to the company. If a company changes its registered office address after incorporation, the new address must be notified to Companies Registry on Form 295.

Annual returns (Form 371S): an annual return is a snapshot of general information about a company which provides details of its Directors and Secretary, registered office address, shareholders and share capital. Companies Registry will send a pre-printed “shuttle” annual return form to the company's registered office each year. Information in the annual return is identical to the information which Companies Registry holds in it database. These details should be: checked closely (and amended if necessary); signed and dated; and returned within 28 days of the date shown on the form, with the filing fee. Please note that if you are making any changes in the annual return, the relevant form should be submitted to Companies Registry with the annual return.

Please also check the information in the duties, responsibilities and common terms explained for more information.