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Company Structure

A brief guide to the structuring of a company will prove helpful to people who are willing to set up a company in the UK. Appointment of company officers is an important part of company structuring. Regulations related to the formation of Company structure are different for private and public limited companies. Brief description about the essentials of Company structure will help you in company formation.

Minimum number of officers required in a private company 


As per the Companies Act 2006, a private company has to have at least one director. Though the Articles of Association of a company might enforce a higher minimum requisite. There is no hard and fast rule that every private limited company has to have a secretary. If the Articles of Association of a company states that there will be a secretary then it becomes mandatory. If it’s not written in the Articles of Association, then a company structure can run very well without the secretarial position.

For Public companies, the structuring is slightly different. 2 directors and one secretary is a must for all public limited companies. One of the directors has to be an individual. A secretary of a public company has to be qualified in one or more of the listed ways mentioned beneath:

  • He must have held the office of a secretary in a public company for atleast 3 years before the appointment
  • He must be an admitted solicitor, barrister or advocate in any part of the UK
  • By virtue of his prior experiences or membership in recognized bodies, he must seem capable of discharging secretarial duties to the directors
  • He must be a member of any of these bodies:
  • The Institute of Chartered Accountants in England and Wales, Ireland or Scotland.
  • The Association of Chartered Certified Accountants
  • The Chartered institute of Management Accountants
  • The Chartered Institute of Public Finance and Accountancy.

There are no special criteria for choosing the director of a company. But some restrictions are laid down for ensuring proper service. The director:

  • Must not be disqualified from a similar position
  • Must not be below 16 years of age


There is no restriction on the number of the directors. The company may have more than one director who is capable of handling the daily administration. It is the duty of the directors to have a clear idea of the financial situation of a company. According to the Companies Act the directors have to follow certain duties and code of conduct. The position of a Director require immense calibre and one shouldn’t take the responsibility until he or she is completely aware of the activities of the company.

  The Directors have plenty of filing responsibilities as per the Companies Act 2006. From annual returns to annual accounts everything has to be taken care of. If the directors fail to comply with the filing formalities, then they might have to pay a fine of up to £5,000 for every offence and the company can also be struck off. The company is liable to a civil penalty if they deliver the accounts late.

The company secretary is also a very important part of the company structure.  There are certain requirements that a public company have to meet before proceeding with the company formation process. The requirements are more or less similar like that of a private company. The only difference is that a public company has to have at least 1 secretary. Moreover a public limited company also has to obtain a trading certificate before starting off with a business.




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