Setting up a charitable company at Companies House
A charitable company is a company limited by guarantee that exists only for charitable purposes. You set it up at Companies House and register it with the Charity Commission. Which comes first depends on the name.
Which comes first
| Your name | Order |
|---|---|
| No "charity", "charities" or "charitable" | 1. Set up the company at Companies House. 2. Apply to the Commission with the certificate of incorporation and articles. |
| Includes one of those words | 1. Apply to the Commission. In the special circumstances section, ask for a Statement of Non-Objection. 2. If the Commission decides you're a charity, it issues the statement. 3. Set up the company at Companies House, uploading the statement. 4. Send the Commission the certificate of incorporation and articles. It then completes your registration. |
What's this?
Companies House won't register a company with "charity", "charities" or "charitable" in its name without the Commission's written agreement, called a Statement of Non-Objection. The Commission only gives it once it has looked at your charity application, so that application comes first.
Before you start
- Each director verifies their identity with Companies House and gets a personal code. It's free on GOV.UK One Login, online or at a participating Post Office. Each person only does it once.
- Your articles as one PDF. The Commission's model articles for a charitable company (GD1), with every gap filled. Your pack's "Articles of association: your details" says what goes in each gap.
- A debit or credit card for the £100 fee.
- With "charity" in the name: the Commission's Statement of Non-Objection, saved as a PDF.
What's this?
Directors run the company. In a charitable company your trustees are its directors. Since 18 November 2025 every new director must prove who they are. Afterwards they get a personal code, which you type into the form.
Articles of association are the company's rules. The Commission publishes a free template with gaps such as [the company name] and the minimum number of directors. Using it makes the Commission's checks quicker.
Online, by software or by post
| Way | Fee | Time |
|---|---|---|
| Online (GOV.UK service) | £100 by card | Usually within 24 hours. No same-day option |
| Software from a supplier | £100, or £156 same day (sent by 3pm, Monday to Friday). Suppliers may charge too | Same day or usual |
| By post, form IN01 | £124 by cheque | 8 to 10 days |
The online service takes your own articles: choose bespoke articles and upload the completed model in full. To leave "Limited" out of the name you must file on paper (£124, 8 to 10 days) instead of online (£100). Paper is also needed if any guarantor is an organisation rather than a person.
The online form, section by section
Start at Register your company (opens in new tab). During registration you create a Government Gateway user ID for the company; your personal one can't be used. Companies House may change its screens: follow the section names.
- Company name. Exactly as in your articles, ending "Limited" or "Ltd". With "charity" in the name, upload the Statement of Non-Objection as a supporting document.
- Company type. Private company limited by guarantee.
- Registered office. Choose England and Wales, or Wales. Give an address where post reaches someone who acts for the company and where a delivery can be signed for. It's public. Not a PO Box.
- Registered email address. Where Companies House emails the company. It isn't public.
- Business activity (SIC code). There's no code just for charities. Choose up to 4 from Companies House's list that describe what you'll do, for example 88990 (other social work activities without accommodation) or 85590 (other education).
- Articles. Choose bespoke articles and upload your completed model as one PDF. Don't upload a memorandum: the service writes it.
- Directors. Each trustee: full name, any former names, date of birth, nationality, country where they live, home address (not public), a service address (public; can be the registered office) and their personal code.
- People with significant control. See below.
- Guarantors (statement of guarantee). The first members, normally your trustees. Each one's name, address and the amount they guarantee: £10, the figure in article 3 of the Commission's model.
- Statements and payment. Confirm the company is formed for a lawful purpose and the directors agree to act. Pay £100.
What's this? Members, guarantors and directors
A company limited by guarantee has no shares or shareholders. Its members (on this form, guarantors) each promise to pay up to a fixed sum, £10 in the Commission's model, if the company closes owing money. That's all they risk. The people who sign up when the company is formed are its first members.
Directors run it day to day; in a charitable company they're also the charity trustees. Under the Commission's model a director must also be a member, so trustees are usually both.
People with significant control
Someone is a person with significant control (PSC) if they hold more than 25% of the votes at members' meetings, can appoint or remove most of the directors, or otherwise have significant influence or control. A charitable company can't pay out profits, so no one counts through ownership.
- 4 or more members, one vote each, no one can appoint or remove most of the directors, and no one has other significant influence or control (including through an agreement between members to vote together): usually no PSC. Choose the statement that there's no registrable person.
- 3 or fewer members, one vote each: each holds more than 25% of the votes, so each is a PSC. List them. Each PSC verifies their identity and gives their personal code within 14 days. This is separate from the directors' checks: a director who is also a PSC links their code to the PSC role too.
If someone has special rights, such as appointing most of the board, they're a PSC whatever the numbers.
After you file
- Companies House emails the certificate of incorporation, with the company number and date. The company exists from that date.
- No "charity" in the name: apply to the Commission with the company number, the certificate (PDF) and your articles.
- "Charity" in the name: send the Commission the certificate and articles. It then registers the charity and gives you its number.
- Every year the company files a confirmation statement (£50 online) and accounts with Companies House, and reports to the Commission once registered.