Running a UK limited company means dealing with paperwork at almost every turn. Whether you are forming a new business, bringing in investors, appointing a company secretary or preparing for a sale, each stage of the corporate lifecycle comes with its own set of documents and procedural rules.

Getting these right matters. The Companies Act 2006 sets out the framework, and Companies House keeps a public record of much of what you file. This guide walks through the main categories of corporate legal documents used by UK companies, what each is for, and the practical points directors and company secretaries tend to ask about.

I've tried to keep it plain-English so you can get a feel for what you actually need, rather than drowning in legalese.

Overview

Corporate legal documents are the written records and instruments that govern how a UK company is formed, owned, run and wound down. They include the constitutional documents that sit at the heart of the company (such as the Articles of Association and the statement of capital), the ongoing governance records kept at the registered office (statutory registers, board minutes, written resolutions), and the transactional paperwork generated when shares are issued, directors are appointed, or the company changes its name or structure.

Some of these documents must be filed publicly at Companies House. Others are kept internally but can be inspected by shareholders and, in some cases, the public. Taken together they form the evidence trail that shows the company has been run in line with its constitution and with the duties imposed by the Companies Act 2006.

Getting into good habits with this paperwork early tends to save a lot of headaches later, particularly if the company ever goes through due diligence for investment or sale.

Key steps

Decide on the company structure and constitution. Before drafting anything, think about what kind of company you are forming, private limited by shares, limited by guarantee, or something else. The structure drives which Articles you adopt and what shareholder and director arrangements you need. Model Articles work for many simple companies, but bespoke wording is often sensible where there is more than one shareholder.

Prepare and file the incorporation paperwork. Form IN01, the memorandum of association, and the Articles go to Companies House to bring the company into existence. You will need details of the subscribers, initial directors, registered office, statement of capital, and people with significant control. Once Companies House issues the certificate of incorporation, the company legally exists and can start trading.

Set up the statutory books and registers. Every UK company must maintain registers of members, directors, secretaries, PSCs, and charges. These can be kept at the registered office or at a SAIL address. Keeping them up to date is a legal requirement, and failures here are a common trip-hazard when investors or buyers carry out due diligence.

Document decisions as they are made. Board meetings need minutes. Shareholder decisions need either general meeting minutes or written resolutions, depending on how the decision was taken. Appointments, share issues, changes to the Articles, and dividend declarations should all be recorded in writing at the time, not reconstructed afterwards. Contemporaneous records carry far more weight.

File what Companies House needs, when they need it. Confirmation statements, accounts, changes to directors or PSCs, share allotments, and amendments to the Articles all have filing deadlines. Late filing triggers penalties and, in some cases, strikes the company off the register. A simple calendar of recurring deadlines goes a long way.

If you’re dealing with this kind of situation, a call with an experienced legal adviser can help you work out the right next step — from £49.

Common questions

QWhat are Articles of Association and does every company need them?

The Articles of Association are the rulebook for how a company is run internally. They cover things like how directors are appointed, how meetings are held, how shares can be transferred, and how decisions are made. Every UK limited company must have Articles. Many use the Model Articles set out in regulations under the Companies Act 2006, while others adopt amended or bespoke versions to reflect specific shareholder arrangements.

QWhat is the difference between a resolution and a minute?

A resolution is a formal decision taken by the directors or the shareholders. A minute is the written record of a meeting where decisions, including resolutions, were discussed and taken. Shareholder decisions can also be made by written resolution without a meeting. Both minutes and signed written resolutions form part of the statutory records and should be retained with the company's books.

QDo I need to file every corporate document at Companies House?

No. Some documents, such as the confirmation statement, accounts, changes to directors or PSCs, and certain share-related forms, must be filed publicly. Others, including most board minutes, shareholder agreements and internal registers, are kept privately by the company. Shareholders generally have inspection rights over internal records, and in some cases members of the public can request information too.

QWhat is a PSC and why does it matter?

PSC stands for Person with Significant Control. UK companies must identify and record individuals who ultimately own or control the company, typically those holding more than 25% of shares or voting rights, or who otherwise exercise significant influence. The PSC register must be kept up to date and relevant changes notified to Companies House within the deadlines set under the regime.

QCan I change my company's Articles of Association after incorporation?

Yes. Articles can be amended by a special resolution of the shareholders, which generally requires at least 75% approval. The amended Articles, together with the resolution, must be filed at Companies House within the relevant deadline. It is worth checking whether any entrenched provisions or shareholder agreements impose additional hurdles before proceeding.

QWhat happens if statutory registers are not kept properly?

Failing to maintain statutory registers is an offence under the Companies Act 2006 and can result in fines for the company and its officers. Beyond the legal risk, poor records tend to cause real problems during investment rounds, loan applications or a sale, where buyers and funders will expect a complete and accurate picture of ownership and decision-making history.

QDo small companies really need all this paperwork?

Even a single-director, single-shareholder company has the same core obligations: Articles, statutory registers, confirmation statements, accounts and records of key decisions. The volume of paperwork is smaller, but the categories are the same. Building the habit of recording decisions in writing from day one is far easier than reconstructing several years of history when it is suddenly needed.

Official Sources

LegislationCompanies Act 2006Read on legislation.gov.uk →

Guidance · Companies HouseCompanies House filing requirementsRead on gov.uk →

Guidance · UK GovRunning a limited companyRead on gov.uk →

Guidance · Companies HousePeople with significant control (PSC) guidanceRead on gov.uk →

Guidance · Companies HouseCompanies House serviceRead on find-and-update.company-information.service.gov.uk →

Brad Askew Legal Tech Founder

Brad has a background in civil and commercial law and founded LegalDocuments.co.uk to make clear, reliable legal information accessible to everyone. This site is not a law firm and does not provide regulated legal advice.

Legal disclaimer

This article is for general information only and does not constitute legal advice. We are not solicitors. For advice on your specific situation, please consult a qualified solicitor.

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