A limited company is a separate legal entity from its owner. That single fact drives most of the reasons people use one.
The most common reasons are:
Not every business needs to be a limited company. But for many directors, the combination of liability protection and tax planning opportunity makes incorporation worthwhile once profits reach a meaningful level.
This depends on your circumstances, and it is a question worth revisiting rather than assuming the answer.
Incorporation is likely to have been the right decision if:
Incorporation may be less clear-cut if:
If you are not sure whether incorporation is working in your favour, speak to your accountant and ask them to model both structures. The answer may surprise you in either direction.
Beyond the reasons for incorporation, the ongoing benefits of running a limited company include:
Being a director carries legal obligations that many people do not fully appreciate when they first incorporate. The main duties under the Companies Act 2006 are:
In practical terms this means filing accounts and confirmation statements on time, keeping proper records, paying tax when it falls due, and not allowing the company to trade while insolvent.
Directors can be held personally liable if they breach these duties. It is not a role to be taken lightly.
There are several ways to extract money from a limited company, each with different tax consequences:
Most directors use a combination of a low salary and dividends to minimise their overall tax position. The right structure depends on your personal circumstances and should be reviewed with your accountant annually.
This is one of the most important questions for any director.
Salary is employment income. It is processed through PAYE, subject to Income Tax and National Insurance, and it is a tax-deductible expense for the company. You get a guaranteed payment regardless of whether the company is profitable.
Dividends are a share of the company’s profits. They can only be paid when the company has sufficient retained profits. They are subject to Dividend Tax, which is lower than Income Tax, and are not subject to National Insurance. They are not a deductible expense for the company.
In practice, many directors pay themselves a salary just above the National Insurance threshold (to preserve state pension entitlement) and take the remainder as dividends. This is often the most tax-efficient approach, but it must be structured correctly and reviewed each year as rates and thresholds change.
Yes. A private limited company can have as many directors as the shareholders choose to appoint. There is no legal maximum.
Having more than one director can be beneficial for several reasons:
However, all directors carry the same legal obligations and liabilities. Appointing a director is not simply an administrative arrangement. Each director must be willing to accept the duties and responsibilities the role carries.
There are several ways to close a limited company, and the right approach depends on whether the company is solvent.
If the company is solvent:
If the company is insolvent:
Closing a company incorrectly, for example, simply abandoning it while it still has obligations, can lead to personal liability for the directors. Take professional advice before taking any action.
The law requires a company to maintain certain records. As a director you are responsible for ensuring they are kept.
Statutory records:
Accounting records:
HMRC requires accounting records to be kept for at least six years from the end of the accounting period to which they relate. Companies House statutory records should be kept indefinitely.
Yes. A single limited company can carry on more than one type of business activity. There is no legal restriction preventing this.
However, there are practical considerations:
For larger or more complex operations, directors sometimes choose to incorporate each business activity separately or to hold them under a holding company structure. Whether that makes sense depends on the nature and scale of the activities involved.