Frequently Asked Questions (FAQs)

MachFast applications enable entrepreneurs to easily start companies in the United Kingdom, get a business current account and a domain name in less than 10 minutes.

1. Find a Name for Your Company-  Machfast app does this for you in seconds.
   
2. Secure Sign Up- Sign up with 2-factor authentication to make sure your data is secure.
   
3. Pick Your Industry- MachFast quickly finds the right activity from over 700 industry codes.
4. Create Shares- Tell the app how many shares you want to own in the company. Don’t worry, if you don’t know, the app will create shares for you automatically.
   
5. Director(s) & Shareholder(s) Details-  Shareholders and directors own and manage companies. UK Companies House and HMRC require this information to form your company and for Anti-Money Laundering checks.
   
6. Model Articles of Associations – Articles of Associations are the rules and procedures on how to run your company. The MachFast App will provide you with Model Articles as published by Companies House. You can also upload your own cutom Articles of Association.
   
7. Terms & Conditions, Compliance and Anti-Money Laundering Checks– You confirm that you are happy to be the Director of your company; comply with UK laws and agree to Anti-Money Laundering automated checks.
   
8. Formation Fee: You pay £ 12.00 fee to form a company +VAT (you can pay a little more for a same-day formation). If you decide to set up a business current account with our partners, CashPlus, your formation is free. CashPlus will refund your regular (not same-day) company formation fee when your account is opened with them.
   
9. Finish Line- You are done, just sit back, relax and Companies House will work hard to form your company within 24 hours. We will notify by email when your company is ready. If you paid for an expedited formation, Companies House aims to form the company within the same day. Due to Covid-19 timings may be different.
   
10. Business Current Account Application- After your Company Formation application, you may choose to apply for a Business Current Account with Cashplus. Cashplus can usually confirm your account opening within minutes of your company being formed, saving you weeks if not months! (Terms & Conditions Apply).

A great question – you can. They don’t have mobile apps and you will not be able to apply for a business current account for your company within a few clicks. We also think you will do it much quicker with our app than Companies House. Oh, and with MachFast, your company formation is free if you open a business current account with our partners.

We like to keep life simple at MachFast. Starting a company is a big pain – you need it but really don’t what the hassle. We agree. Please read the FAQs that we hope answer your questions. We always recommend that you speak to your accountant or lawyer if you want professional to advise…

Any UK resident individual may use MachFast to start/incorporate a private limited company and open a business current account for their new company.

A private limited company is limited by shares.

The company must have articles of association. These are the rules governing how the company works.
MachFast App provides model articles association created by Companies House. You can also upload your own Articles of Association (but most companies start with model articles.

Only UK resident individuals may use the MachFast company formation app to form a company limited by shares.

The MachFast app is available 24 hours a day, 7 days a week.
Companies House forms companies during normal business hours Monday – Friday. Sometimes, they may be updating their systems and this may cause a delay.
However, you may use the MachFast app at any time and we will make sure that your company formation application is processed in a timely manner.

A limited company is a formally registered legal entity that has a separate identity from its owners and managers. The vast majority of companies are limited liability companies. This means that members’ (or shareholders’) liability is limited by shares or by a guarantee.

Individuals and legal entities can form a limited company for lawful purposes. A company may have one or many shareholders. Shareholders are also called subscribers because they subscribe to the shares of the company. The names of the original shareholders are included in the Memorandum of Association when the company is formed. Subscribers are the first shareholders in the company.

You can incorporate a private company limited by shares. This company will have a share capital and the liability of each shareholder (member) is limited to the amount unpaid on their shares.
Please note that a private company is not allowed to sell shares to the general public.

MachFast can provide guidance to the process of forming a limited company.
If you are not certain about the legal, accounting or financial implication about forming a company, we strongly recommend that you speak to a lawyer and/or an accountant.

To form a company with MachFast you answer a few questions about your new company. We will carry out Know Your Client (“KYC”) checks as required by HMRC. If you fail the KYC check we will not be able to create a company for you.
After a successful KYC check our systems will communicate with Companies House.

All company incorporation documents are subject to certain checks including those necessary to ensure proposed officers (director and secretary) are not on the ‘Disqualified Directors Register’ maintained by Companies House. Companies House will also check various sanctions lists.

Once all the checks are done, Companies House will register your company and issue a Certificate of Incorporation.

MachFast will email you all the relevant documents. Companies House will make public information about your company. You can see your formed companies in the ‘My Account’ section of the MachFast app in the upper left corner.

The Certificate of Incorporation is a legal document issued by Companies House that is treated as conclusive evidence that you company is formally registered and complies with Companies act 2006. The certificate has the registrar’s official seal.

The certificate will have the following information.

• Company Name
• Company Registration Number
• Incorporation date
• Company Type (private limited by shares)
• Company Registered Location (whether the company’s office is registered in England and Wales, Wales, Scotland or in Northern Ireland).

1. Download
   • Download the app and find the name for your company that is available.
2. Sign Up
   • After finding the best name for your company, you sign up with your phone number and email to create a secure account.
   • You will receive a 2-factor authentication code that will confirm your phone number.

You will need to create a 6-digit code for the app.

You use your mobile number or email to sign in. You will receive a 2-factor authentication code and will need to enter your passcode.

We do not have passwords. We have sign in codes- similar to your cash card. You will see the ‘Forgot Password’ option in the app to reset your code if you forget it.

You can use the Companies House web filing service on-line. Ideally you may want to consult an accountant who can do the filings for you.

Companies House will send you an AUTHENTICATION CODE for you new company that you (or your professional adviser) will need to use to make document filings.

When you form a company, choosing a company name is one of the most exciting steps. MachFast makes the process super easy. All you have to do is type in a name and the app checks if it is available (meaning if nobody else has taken it). Please note that you can not use offensive words and there are certain names (for example government departments) that require special permissions.

Once you are happy with the name you can form your company. Companies House will perform a final check before registering your company. On rare occasions Companies House my object to a name. In the unlikely event of that happening we will let you know.

You can name your company however you like, subject to a number of restrictions.

The company name has to be less than 160 characters including spaces and name ending (e.g. limited or ltd.) Companies House converts all company names to capital letters. Some symbols are not allowed to be used in a name.

You can not use generally offensive words and/or curse words in your company name. In addition there is a list of sensitive names that require prior permission (for example Adjudicator).

Please note that sensitive names are always evolving and may change at any time.

The UK law requires that every company must have a registered office address. The address is where the company is based for official and legal documents. The address must be a physical location and can not be a PO Box, DX or LP number.

Please note that the company is not required to carry out its day-to-day operational activity at the registered office. The company may carry out its daily operational businesses wherever it chooses to do so.

Please note that the company’s registered office has to have facilities to deal with notices, letters, Companies House, HMRC correspondence.

If your company is based in England and Wales, the registered office must be in either England or Wales. For Welsh companies, the address bust be in Wales. For companies registered in Scotland or Northern Ireland, the address provided must be in Scotland or Northern Ireland respectively.

After your new company is set up you can always change your registered office.

The SIC code is a unique 5 digit code that has a trade description (or nature of business) associated with it.

The MachFast app easily finds the code for you. All you need to do is just type your industry (like you would in a Google search).

Every registered company must have at least one SIC code.

The Companies Act 2006 requires private limited companies to appoint at least one director who is an individual. All directors must be at least 16 years of age.

A private company does not need to have a secretary, but may choose to have one.

Any individual can be a company director subject to certain requirements.

Please remember that the company directors are responsible for running the company well on behalf of the shareholders. Directors must meet the following requirements:

• The proposed director has not been disqualified from acting as a company director (the only exception is when the court has given them permission to act for a particular company);
• The proposed director can not be an undischarged bankrupt (the only exception is when the court gave them a permission to act for a particular company);
• Any proposed director must not be younger than 16.

Directors have formal responsibilities as set out in Companies Act 2006 requires Directors to prepare and file documents such as the annual accounts and the annual returns.

If directors fail to file these documents, they could be prosecuted with fines of up to £5,000 for each offence and the company could also be struck off the register.

Directors must prepare and file documents required under the Companies Act 2006, including the annual accounts and annual returns. In addition, the company will be liable to a civil penalty if its accounts are delivered late.

Company officers are individuals or companies that a limited company appoints to execute formal governance or execution roles within the company.

Company shareholders appoint Directors (as officers) to run the company on their behalf. Shareholders can also be Directors. In most small companies, shareholders are also directors of their companies.

All companies are required to have at least one ‘person director’. All directors must be at least 16 years old.

If a company is appointed a director, they would be referred to as a ‘Corporate Director’.

A company may also appoint a Secretary. A Secretary may be a person or a corporate entity and are the company’s chief administrator. Private companies are not required to have Secretaires. If a Secretary is a company, then they would be referred to as a ‘Corporate Secretary’.

Your company must have at least one person director. You can have as many directors as you wish.

The information that is required for each company director, shareholder or secretary is as follows:
Full Name (First, Last, Middle) – Companies House will publish this information on their website.

• Residential address – This information is not published by Companies Hosue.
• Service address – This is where the director, shareholder or secretary choose to receive official communication (this can be the same as the registered office)
• Country/state of residence (i.e. the country or state where the address is situated)
• Nationality
• Occupation
• Date of birth
• Any former names (that have been used for business purposes in the last 20 years).

Companies may also be directors. Only individuals may use the MachFast application to form a company.

Companies or firms that are directors will need to supply the company or firm name, its registered office address, details of the legal form of the company, where it is registered and if applicable its registration number.

The service address is a location where official documents and notices can be delivered (serviced) for the attention of an officer of the company. The address information provided for service address will appear on the public record. The address does not have to be a residential address, but if a residential address is provided within the address fields of the service address section, it will appear on the public record.

The residential address is the home address of the director. The residential address information will not appear on the public record, so long as it is provided within the address fields of the residential address section.

Companies House will only provide residential address information to specified Public Authorities and Credit Reference Agencies – if a disclosure exemption is in place, this information will not be provided to Credit Reference Agencies.

An individual who is subject to (or in the process of applying for) a disclosure exemption, will not have their usual residential address information provided to Credit Reference Agencies.

If an individual is subject to a disclosure exemption, they should indicate this on their application to incorporate. No information regarding an individual’s disclosure exemption will appear on the public record.
For an individual to be granted a disclosure exemption, a separate application must be made under Section 243 of the Companies Act 2006.

Any individuals who were subject to a confidentiality order under the Companies Act 1985 on 01/10/2009, will be treated the same as those with a disclosure exemption under s243.

The European Economic Area is an economic area encompassing European Union (EU) members and many of its regulations, including company law.

The countries currently comprising the European Economic Area (EEA) are:

Austria, Belgium, Bulgaria, Croatia, Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hungary, Iceland, Ireland, Italy, Latvia, Liechtenstein, Lithuania, Luxembourg, Malta, Netherlands, Norway, Poland, Portugal, Romania, Slovakia, Slovenia, Spain, Sweden, United Kingdom.

The United Kingdom is exiting the European Union in 2021. The United Kingdom’s status in the EEA is yet undecided.

An EEA company is one to which the First Company Law Directive (68/151/EEC) applies. For EEA companies, you are required to give details of the register where the company file is kept (including the relevant state), plus the register (central register, commercial register, company register) as mentioned in Article 3 of the Directive

An EEA company is not determined by whether it is geographically situated within one of the countries comprising the EEA. The fact that a corporate body is registered (or based) within an EEA country does not necessarily make it an EEA company. For example, a UK-based LLP registered within an EEA country is not considered to be an EEA company, as the First Company Law Directive (68/151/EEC) does not apply to LLP’s.

Please note that the United Kingdom is leaving the European Union and its relationship with the EEA is yet not determined.

A non-EEA company is one to which the First Company Law Directive (68/151/EEC) does not apply. Therefore, if the company or corporate body being appointed is registered in a country outside of the EEA, it is considered to be a non-EEA company, as the First Company Law Directive (68/151/EEC) cannot apply to a company registered in a country outside the EEA.

A non-EEA company is either a body corporate or firm that is a legal person under its governing law, such as a UK Limited Liability Partnership, Scottish Limited Partnership, United States LLC etc.

A non-EEA company is not necessarily determined by where it is geographically situated. For example, a UK-based LLP registered within an EEA country is considered to be a non-EEA company, as the First Company Law Directive (68/151/EEC) does not apply to LLP’s.

Please note that the United Kingdom is leaving the European Union and its relationship with the EEA is not yet determined.

Once your company is incorporated, you can appoint new officers or resign existing by efiling relevan forms with Companies House.

We strongly encourage company owners to get professional advise on the right way of doing this to ensure full compliance with the law..

When people form a company, they decide whether to limit the members’ liability by shares.

On registration of a company limited by shares at Companies House, the shareholders must agree to take some, or all, of the shares.

The statement of capital and initial shareholdings must show the names and addresses of the shareholders and the number of shares each will take. These people are called the subscribers.

The statement of capital is a “snapshot” of a limited company’s issued share capital at a given time.

A company may have as many different types of shares as it wishes, all with different conditions attached to them.

The MachFast application automatically creates Ordinary shares for your new company. However, you may change this and create any type of shares you want.

Typically, share types fall into the following categories:

• Ordinary: These are the ordinary shares of the company with no special rights or restrictions. The company may divide them into classes of different values;
• Preference: These shares carry a right that the company should pay any annual dividends available for distribution on these shares before other classes;
• Cumulative preference: These shares normally carry a right that, if the company cannot pay the dividend in one year, it will carry it forward to successive years;
• Redeemable: These shares are issued by the company with an agreement that it will buy them back at the option of either the company or the shareholder after a certain period, or on a fixed date. A company cannot have only redeemable shares.

The prescribed particulars are defined in the Companies (Shares and Share Capital) Order 2009. This is a general guide and not legal advice. Please seek legal advice for formal explanations. Prescribed particulars are:

• Particulars of any voting rights attached to the shares, including rights that arise only in certain circumstances –
  • this means that the information should detail whether or not a shareholder gets a vote (and how many) when it comes to the company deciding to do something. These rights may also set out when and in what circumstances a shareholder gets a vote. Some shareholders get to vote some don’t – so the voting rights set out whether a particular shareholder gets to vote or not, how many votes they get and in what circumstances.

• Particulars of any rights attached to the shares, as respects dividends, to participate in a distribution;
  • Dividends are payments made by a corporation to its shareholders. These particulars usually set out whether or not the shareholder is eligible for a dividend.

• Particulars of any rights attached to the shares, as respects capital, to participate in a distribution (including on winding up); and
  • When a business or firm is terminated or bankrupt, its assets are sold and the proceeds pay creditors. Anything left is distributed to shareholders, these rights will set out whether or not the shareholder has preference over other shareholders (if they have any rights at all). It is however very unlikely that model article companies will issue shares with capital distribution rights, so this information will not always be applicable.
• Whether the shares are to be redeemed or are liable to be redeemed at the option of the company or the shareholder. If the company has issued redeemable shares then they can at any point choose to redeem them. These particulars determine the terms, conditions and manner of redemption (if there are any). If the company has not issued redeemable shares then this information may not be applicable.

The nominal value is the face value of the shares. It is also the minimum amount that must be paid for shares. The aggregate nominal value is the number of shares issued multiplied by the nominal value of each share.

Within each currency this should be the number of shares multiplied by the nominal value of each share. This will be automatically calculated and displayed on the Statement of Capital summary screen.

The Total aggregate amount paid is the total value left to be paid to the company for its shares.

You can add as many different currencies as you wish. The MachFast application uses Great British Pound as the default currency.

Once your company is incorporated, you can increase your share capital via an e-filing with Companies House.

We strongly encourage you to consult relevant legal and accounting specialists prior to executing a share capital increase.

The subscribers are the first shareholders of a limited company. A subscriber is a person who subscribes, or puts their name, on the Memorandum of Association and agrees to take up shares in the company at the time of incorporating the company.

When you use the MachFast application you create a shareholder(s)/subscriber(s). The application will use these details to automatically create the Memorandum of Association, showing the name of each subscriber.

In the MachFast application any person (human being, not a company) can be a subscriber but they must be resident in the United Kingdom.

You will need to state if the subscriber is a person or a company/firm and then supply the following information:

• Full Name (First, Middle (if applicable), Last)
• Full address details
• Currency and class of share
• Number of shares held
• 3 data points of personal information – in place of a signature you will need to provide 3 items of personal information from the following 6 categories (not shown on public record):
  • Town of birth,
  • Last 3 digits of telephone number,
  • Last 3 digits of National Insurance number,
  • Last 3 digits of Passport number,
  • Mothers maiden name
  • Fathers first name.

The MachFast application automatically assigns equal shares to all company subscribers (if more than one). You can change this to any split that you prefer.

The MachFast application makes your life easy. The application will prompt you for information in a natural conversational language.

MachFast application automatically creates Ordinary shares. You will be given an option to change the default and create your own shares in whichever currency you prefer.

We strongly encourage you to seek professional advise if you are keen to create more complex share structures.

This is the value paid up on each share – either fully paid or partially paid (e.g. ‘1.00). The amount should include the share premium, if one was paid. If no amount has been paid then a value of zero ‘0’ can be entered.

When zero is entered for the amount paid, a value other than zero is expected to be entered for the amount unpaid (except when the shares are for non-cash consideration – in such cases a zero value should be entered for both paid up and unpaid).

When you form your company, the initial amounts are unpaid and there is not share premium as the company is not formed yet.

The MachFast application automatically assigns a £0.01 nominal value per share. For example, for 100 shares the upaind capital would be £1.00.

This is the value which is unpaid on each share (e.g. £0.01).

The MachFast application allows you to edit any information that you enter prior to completing your company creation. You will see EDIT buttons throughout the application and little arrows next to the chat boxes.

Persons with significant control are individuals who have significant influence or control over the company.

The MachFast application automatically designates persons with significant control based on the rules below.

The nature of control is determined by the person or legal entity (such as a company) meeting one or more of the following:

• holds more than 25% of shares
• holds more than 25% of voting rights
• holds the right to appoint / remove the majority of the board of directors
• has significant influence or control over the company has Trust or firm provisions

• Name
• Date of birth (only month and year are displayed on the public register)
• Nationality
• Country / state / part of the UK where the PSC lives
• Service address
• Usual residential address (not displayed on the public register)
• What conditions for being a PSC they meet (their nature of control)

Company registers are records of the company’s details that the company maintains itself known as statutory registers. Private companies must keep, amongst others, a register of:

• directors
• directors’ residential addresses
• secretaries (if applicable)
• members (shareholders)
  persons with significant control (if applicable)

All registers must be kept updated with any changes that occur and, with the exception of directors’ residential addresses, available to be viewed by the public upon request.

Most small companies will keep their company registers at their registered office, but you can also keep them updated on the public record at Companies House instead.

If you elect to keep your registers updated on the public record, any sensitive information contained in the register, such as a director’s full date of birth, will also be available to the public.

Registers kept at the company’s registered office address are bound by the normal inspection rules.

The law requires you to confirm that the requirements of the Companies Act 2006 have been complied with as part of your application to incorporate a company. You will therefore need to agree with a statement to show that you have complied with the Companies Act 2006.

You will see this statement as a tick box in the MachFast application.

You will need to confirm if all the subscribers are making the application.

You can view the draft Memorandum of Association by clicking the view button. You can also email the Memorandum of Association to yourself and anybody else.

The memorandum of association confirms the subscribers’ intention to form a company and become members of that company on formation. In the case of a company that is to be limited by shares, the memorandum will also provide evidence of the members’ agreement to take at least one share each in the company. Information on capital and shareholdings is no longer part of the memorandum as this information is contained in the application to incorporate as the ‘statement of capital and shareholdings’.

Once the company has been incorporated, the memorandum will no longer affect the ongoing operation of the company and it cannot be amended. It will become, to a large extent, a historical document.

MachFast will create your memorandum of association automatically from the data you enter; and you will be invited to view a copy of your memorandum of association before you submit your application. You can also email the memorandum to yourself or anybody else.

A company’s articles of association are its internal rulebook. Every company formed under the Companies Act 2006 or earlier Acts will have articles of association – commonly referred to simply as the company’s “articles”.

The articles are chosen by the members and form a contract between the company and its members. They help to ensure the company’s business runs as smoothly and efficiently as possible and will set out how the company will make decisions and include various matters connected with the shares. Every company is required to have articles by law and the articles are legally binding on the company and all of its members.

On incorporation a company can adopt model articles, model articles with amendments or bespoke articles. Many companies find it convenient to rely on model articles as a default position when incorporating.

The MachFast application uses the default articles of association, but you can upload your own if you choose. You can view the model articles here.

You can always amend articles of association by filing new articles with Companies House.

We strongly encourage business owners, shareholders, directors to seek legal and accounting help when doing so.

If you decide to open a business current account with our partners then your company formation will be free. Our partners will refund the standard incorporation that companies house charges.

The standard fee is £10.45 plus VAT.

Payment can be made using a credit or debit card.

When you have entered all of the information for your company incorporation, and have reviewed the Summary screen, you will be presented with the Payment screen.

We accept the following Credit or Debit Cards – Visa, MasterCard, Visa Debit, Switch / Solo, Maestro, and American Express.

MachFast uses Stripe payment systems, a secure payment gateway, for collection of your card details. We do not store any of your payment details.

If your card does not work, the MachFast application will return you to the previous step and ask you to enter the information again. Please check that you entered the information correctly and check with your card issuer.

You will receive a VAT invoice via email that you have registered with the MachFast application.

Stripe are a card processing company.

MachFast does not retain details of your credit or debit card. The information is passed on to the Stripe system. If any refunds need to be issued, the refunds will be executed by Stripe.

Please try again and if that does not work, please drop us an email at startup[at]machfast[dot]com

In the event that your incorporation is not successful, you will receive an email from MachFast and a full refund.

If you have completed all the MachFast application steps and passed the Know Your Client checks, you will receive an email from MachFast informing you about the submission of the application to Companies House. Once the formation is complete, you will receive your Certificate of Incorporation and confirmation of the formation.

All company incorporation documents are subject to certain checks including those necessary to ensure proposed officers (director and secretary) are not on the ‘Disqualified Directors Register’ maintained by Companies House.
If the documents satisfy all the appropriate examination and company name checks, Companies House will incorporate the company, issue a certificate of incorporation and place the documents on the public record for public inspection.
Please note the incorporation does not take effect until Companies House has issued the certificate of incorporation.
Once your company is formed all the information can be found on Companies House public record.

If your incorporation application has been accepted, you will be sent an email; which will include confirmation of your company number and company name.  Your certificate of incorporation and memorandum of association will both be attached to the email in PDF format.

Companies House carries out a number of checks prior to registering your company (including UN sanctions list for individuals).

The most common reasons for incorporation rejection are around address queries and the company name (e.g. it is considered to be the ‘same as’ another name on the register, or it contains a sensitive word or expression).

The MachFast application helps you pick the name that is unlikely to be rejected as we use automated checks to ensure the name availability.

The certificate of incorporation is conclusive evidence that the requirements of the Companies Act 2006 as to registration have been complied with and that the company is duly registered under this Act.

The certificate will state:

• The name and registered number of the company;
• The date of its incorporation;
• That the company type is private limited by shares;
• Whether the company’s registered office is situated in England and Wales, Wales, Scotland or in Northern Ireland.

The certificate will be authenticated by the registrar’s official seal.

The MachFast application stores your partial company formation application on the phone. To access it again, you will need to remember your passcode. We do not store this partial information on our servers.

The information will be stored on your phone until you decide to cancel the formation application or delete the

MachFast application from your phone. Can I create multiple companies with MachFast? You can create as many companies as you wish with the MachFast application.

All companies have to comply with trading and disclosure requirements. For example, you must ensure the company’s full name (including the name ending as appropriate, e.g. “limited” or “ltd” etc) appears on all its correspondence and business documentation. In addition, the company number, place of registration and registered office address must appear on its business letters and order forms (including those sent by email) and on its websites. You must also have a sign with the company’s full name at its registered office and, generally, at all its premises.

You must also maintain and make certain documents available for public inspection such as registers of members and directors, records of resolutions and instruments creating charges.

This information must be kept at the company’s registered office or any inspection place it uses. Any person can write to the company to request details of its registered office, any inspection place and the type of company records which are kept at that office or place. The company must issue a written reply within 5 working days of the receipt of that request.