What is a certificate of incorporation?

A certificate of incorporation is a document that is issued to all limited companies, LLPs, and other business entities registered at Companies House. It confirms a new company’s existence and contains important details about the entity, such as the date of incorporation and the company registration number.

Below, we explain the significance and purpose of the certificate of incorporation, what information you can find on it, and how to get one.

Certificate of incorporation: key functions

As mentioned above, the primary purpose of a certificate of incorporation is to confirm that a new company legally exists in the UK as a separate entity from its owners. Essentially, it’s a company’s equivalent of a birth certificate.

This document also allows companies to trade and conduct business activities legally, such as:

• Opening a business bank account
• Buying or leasing property
• Conducting business abroad
• Entering into contracts

There are several instances where you might need to provide a copy of your certificate of incorporation. For example, when applying for loans or grants or obtaining licences. You probably won’t need to refer to it very often, but it’s a good idea to have it to hand and ensure that it’s stored safely and securely.

A certificate of incorporation also demonstrates that the company and its officers comply with company law. In other words, it shows that no action has been taken to remove the company from the register and that its directors are not disqualified from being directors.

What information does a certificate of incorporation state?

A certificate of incorporation will show the following details:

• Registered company name
• Company Registration Number (CRN)
• Where the company is registered (England and Wales, Wales, Scotland, or Northern Ireland)
• Date of incorporation
• Type of company (limited by shares, limited by guarantee, LLP, Public Limited Company, etc.)
• Issuing Registrar (Cardiff, Edinburgh, or Belfast)
• Legislation the incorporation has been formed under (e.g. Companies Act 2006, LLP Act 2000)
• Official seal of the Registrar of Companies (Companies House)
• Royal Coat of Arms

You’ll notice that there is no expiration date or anything like that on the document. That’s because it doesn’t expire. Your certificate remains valid for as long as the company is active and compliant.

Companies House can add other information to your certificate of incorporation, such as the registered office address or director/company secretary details on request. You can also ask for a statement of good standing to be included on the document as long as:

• The company is up to date with its filing obligations
• You provide information about the company’s constitution, ownership, or control
• The company has the required number of officers (a private limited company with at least one human director or a public limited company with at least two directors – one of which must be human – and a secretary)

Where and when do I get one?

Companies House will issue a certificate of incorporation as soon as they approve your company registration application.

If you register a company online directly with Companies House or through a company formation agent, you will receive the certificate of incorporation in digital (PDF) format via email. This is typically within 24 hours of submitting an application.

Our Professional, Prestige, All Inclusive, Non-Residents, Limited Liability Partnership, Limited by Guarantee and PLC packages all include a printed certificate of incorporation.

If you form your company via any of these packages, we will mail your company’s certificate of incorporation to the address that you provide in the ‘Delivery & Partner Services’ step of the company formation process.

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If you set up a company using a postal application, your certificate of incorporation will arrive by post a few days after Companies House approves your application. Postal applications take around 8 – 10 days to process, so it’s beneficial to register online.

I have lost my certificate – how do I get a replacement?

1. Companies registered through 1st Formations

If you formed your company via 1st Formations, you can download a copy of your certificate of incorporation by logging into your account on our website and clicking on ‘My Companies’ > Select your company from the list > Click on the ‘Documents’ tab. You’ll then be able to download your PDF copy of the certificate.

You can also purchase a hard copy of your certificate of incorporation through our ‘Shop’. All you need to do is log in to your account > ‘My Companies’ > Select your company from the list > click on the ‘Shop’ tab’ > Add the ‘Printed Certificate of Incorporation’ to your basket for just £10.00 and checkout.

2. Companies House Service

You can download the file copy of your certificate of incorporation through Companies House Service (formerly known as Companies House BETA). To find this, simply:

• Go to Companies House Service
• Enter your company name into the search box
• In the search results, click on your company name
• Select ‘Filing history’
• Scroll down to the bottom and select ‘View PDF’ next to Incorporation (you may need to navigate to the older pages to find this)
• You’ll find the certificate of incorporation on page one of the PDF

3. Certified copy from Companies House

You can order a certified copy of your certificate from Companies House by calling the contact centre on +44 (0)303 1234 500 and quoting the CRN of the company whose certificate you want.

The standard service costs £15.00 and issues a copy within 4 working days. A same-day service is also available for £50.00 (orders need to be received by 2 p.m.).

Do I need a new certificate if I change my company name?

If you change your company name, Companies House will provide you with a ‘certificate of incorporation on change of name’. Aside from the company name, all other details stated on the new certificate will be exactly the same as the original, including the company registration number and date of incorporation. You should keep copies of both the old and new certificates at your company’s registered office address.

Thanks for reading. Hopefully, you found this article useful. If you have any questions or comments, please leave them below, and we’ll get back to you. In the meantime, take a look at the 1st Formations blog for more useful tips and advice.