1st Formations Terms and Conditions
The legal agreements set out below are between you and 1st Formations Limited. Please read the following Terms and Conditions as they affect your use of the Website, any information contained therein and/or shared on our social media pages, and any products and services available from or through 1st Formations.co.uk (the “Website”). These Terms and Conditions govern any use of the Website as a guest or registered customer.
1. Information about us
- 1st Formations.co.uk is a website operated by 1st Formations Limited. 1st Formations is registered in England and Wales under company number 08861249, and its registered office is situated at 71-75 Shelton Street, Covent Garden, London, WC2H 9JQ. Our VAT number is 185 8695 41.
- “Consumer” shall have the meaning ascribed in section 12 of the Unfair Contract Terms Act 1977.
- “General Terms and Conditions” means these Terms and Conditions.
- “Specific Terms and Conditions” means the Specific Terms and Conditions tailored to cover any product or service that you may purchase from 1st Formations through the Website, and which take priority over these General Terms and Conditions to the extent of any conflict between them.
- “Web site” “Website” or “Site” means the web site you were browsing when you clicked on a link to these General and Special Terms and Conditions, including all subsidiary pages.
- “we”, “us”, “our” and “ourselves” refers to 1st Formations Limited.
3. Use of the Website
- By accessing www.1stformations.co.uk and all subsidiary web pages within the site, you agree to these General Terms and Conditions in full, together with any additional or specific terms and conditions we may draw to your attention prior to your purchasing any products or services from or via this Website.
- All material on the Website and our social media pages is provided for information purposes only and does not constitute legal, accounting or professional advice of any other kind; therefore, it cannot and should not be relied upon as such. If you require any professional advice or services, we recommend you consult a qualified party before acting in reliance on any of the information, or purchasing any of the products or services, available on or from this Website.
- You accept that any comments posted by you on our Website and/or social media pages can be viewed by the public, and that we have no control over, or liability for, the way in which this information is used by any third party who views your comments.
4. Links to third-party websites and services
- The Website and our blog articles may contain links, buttons and banners that redirect you to third-party resources and websites that may be of interest. The inclusion of any link does not mean we endorse the site or have any association with its operators, nor should the inclusion of any link be viewed as an encouragement to purchase or use any third-party products or services - we provide these links to you for information purposes and convenience only.
- Linked Websites are not under our control and we are not responsible for the contents of any Linked Website including, without limitation, any link contained in a Linked Website, or any changes or updates to a Linked Website. We do not accept responsibility or liability for the privacy of your personal information on any Linked Website, and we are not responsible for webcasting or any other form of transmission received from any Linked Website.
- These General Terms and Conditions do not cover your interaction with Linked Websites; therefore, you should carefully review the Terms and Conditions and privacy policies of any third party sites you visit. Your use of any linked Website is at your own risk.
- Certain services made available via the Website are delivered by third parties. By using any product, service or functionality originating from the Website domain, you acknowledge and consent that we may share such information and data with any third party with whom we have a contractual relationship to provide the requested product, service or functionality for the Website’s users and customers.
5. Updates and changes to the Website
- We aim to update the Website regularly but we cannot guarantee that information will be accurate, complete and current at all times. We may update this information when necessary, and all information on the Website is subject to such modification from time to time without notice; however, we make no representations, warranties or undertakings of whatever nature about the information, content or materials provided on the Website. This includes, without limitation, the quality, accuracy, completeness and reliability of the information.
- We will use reasonable efforts to keep the Website available to you but it is subject to on-going updates and improvements, and we reserve the right to change or remove (temporarily or permanently) the Website, or any part of it, including all products, services or prices, without prior notice. By accepting these Terms and Conditions, you confirm that we shall not be liable to you for any such changes or removals that may take place.
- Changes to these General Terms and Conditions and the Specific Terms and Conditions may be made at any time. Your use of the Website and the purchase of products or services are also subject to any such changes. You accept personal responsibility to check if any changes have been made to the General Terms and Conditions or relevant Specific Terms and Conditions every time you visit the Website or purchase products or services from us.
6. Exclusion of liability to you from the use of the Website
- The Website is provided on an "AS IS" and "AS AVAILABLE" basis without any representation or endorsement made, and without warranty of any kind - whether expressed or implied - including, but not limited to, the implied warranties of satisfactory quality, fitness for a particular purpose, non-infringement, compatibility, security and accuracy.
- Any and all liability to you that may arise from your access to, and use of, the Website - whether due to negligence, breach of duty or otherwise - is excluded to the maximum extent permitted by law.
- No warranty is given that the functionality of the Website will be uninterrupted or error free, that defects will be corrected, or that the Website - or server that makes it available - are free of viruses or anything else which may be harmful or destructive.
- We are not responsible for the content of other Websites that link to or from this Website. Links to other sites are provided simply for your information and do not imply that we approve of those sites or their content.
- Nothing in these General Terms and Conditions shall be construed so as to exclude or limit the liability of ourselves for death or personal injury as a result of our negligence or that of its employees or agents. For the avoidance of doubt, this clause shall apply also to the Specific Terms and conditions below.
7. Intellectual Property - Copyright and Trade Marks
- All text, templates, images, information and layouts - other than those supplied by third parties - are the property of 1st Formations Limited.
- You are permitted to view, copy and print extracts from this website for your own personal use; however, all rights, intellectual or otherwise, will remain with 1st Formations and do not pass to you. Should you wish to use content of the site for any other purpose, please contact us.
- The copyright of all other materials not belonging to 1st Formations that may feature on this Website - including their design, layout, text, graphics, photographs, and the source code and software - belongs to their respective owners.
- Registered and unregistered trade marks, logo designs, registered company names and other such forms of IP are also the property of their respective owners.
- You are not permitted to sell or re-sell anything available from the Website, other than to the extent expressly permitted in accordance with any product or service purchased by you from the Website, where such permission is either expressly granted or in a circumstance in which it is a necessary attribute of the product or service concerned.
8. Force Majeure
- In connection with the supply of any goods or services ordered by you through the Website, we shall not be liable for any delay or failure to perform any of our obligations if the delay or failure results from events or circumstances outside our reasonable control. Such circumstances include – though are not limited to - acts of God, strikes; lock outs; accidents; war; acts of terrorism; fire; or failure of any communications, telecommunications or computer system. We shall be entitled to a reasonable extension of our obligations to you (to the extent we owe any such obligations) should a Force Majeure event occur.
- If a Force Majeure event to which this clause applies does occur, we agree to notify you as soon as practicable. If the Force Majeure event continues for more than 14 days, either party shall have the right to cancel the agreement. Where services have been paid for in advance but have not been rendered, you will be entitled to a full refund from the date of cancellation for all such services.
9. Creating an account with us
- The Website provides a facility that allows you to create and register an account with us in order to gain greater access privileges and purchase products or services. If you choose to register with us, you are solely responsible for maintaining the confidentiality and security of your account and for all activities that occur on or through it - under no circumstances should you disclose your account information to anyone else. You agree to immediately notify 1st Formations of any security breach of your account.
- 1st Formations shall not be responsible for any losses arising out of the unauthorised use of your account, and you agree to indemnify us for any loss or damage we may incur resulting from breach of this clause.
10. Your privacy and Data Protection
- We respect your confidentiality and take the protection of your personal data very seriously. Therefore we shall not sell or make your data available to any third party without your prior consent.
- You may alter or update any personal information provided to us as part of registration on the Website at any time.
- For the purposes of applicable data protection legislation, 1st Formations will process any personal data you have provided to it in accordance with our Privacy Notice available on the 1st Formations website or on request from 1st Formations. If you have any queries about the manner in which personal data will be processed by 1st Formations or your rights in relation to such processing please contact us.
- You agree that, if you have provided 1st Formations with personal data relating to a third party (1) you have in place all necessary appropriate consents and notices to enable lawful transfer of such personal data to 1st Formations and (2) that you have brought to the attention of any such third party the Privacy Notice available on 1st Formations’ website or otherwise provided a copy of it to the third party. You agree to indemnify 1st Formations in relation to all and any liabilities, penalties, fines, awards or costs arising from your non-compliance with these requirements.
11. Terminating the use of the Website
- We reserve the right to withdraw or suspend your right to access or use the Website at any time without prior notice and without disclosing our reason for doing so.
- No waiver by us (whether express or implied) in enforcing any of our rights shall prejudice our right to enforce such rights in the future.
- If any provision of these General Terms and Conditions is held to be unlawful, invalid or unenforceable, that provision shall be deemed severed, and the validity and enforceability of the remaining provisions shall not be affected.
- In the event of there being any conflict between these General Terms and Conditions and the Specific Terms and Conditions that apply specifically to the purchase of certain goods or services through this Website, the Specific terms and Conditions shall prevail.
- No person who is not a direct party to any agreement covered by these General Terms and Conditions shall have any right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Agreement.
- As a consumer, you have the right to cancel a contract for the provision of goods or services at any time before 14 calendar days have passed from the day after the contract was made. Any such cancellations must be provided to us in writing. If we have already started fulfilling our side of the contract, or in the case of a company formation order, we have submitted the company application to Companies House, before you exercise your right to cancel, the right to cancel is lost.
- This clause applies where these General Terms and Conditions or the Specific Terms and Conditions provide expressly or by implication for the service of notices.
- Any notice required to be given under our Agreement with you or in connection with the matters contemplated by it shall, except where otherwise specifically provided, be written in the English language.
Any such notice shall be addressed to the usual business address of the other party and may
- Personally delivered
- Sent by first class pre-paid post, if the address is situated in the United Kingdom
- Sent by pre-paid airmail, or by air courier, if from or to any place outside the United Kingdom
- Sent by facsimile
- Sent by electronic mail
- In all cases, notices shall be deemed to be given when received.
15. Governing law and Jurisdiction
- Your use of the Website and the purchase of any products or services from it are governed in accordance with the laws of England and Wales.
- The English courts shall have exclusive jurisdiction over any dispute or difference whatsoever arising out of or in connection with your use of the web site or the purchase of any products or services from it.
Specific Terms and Conditions – 1stFormations.co.uk
These Specific Terms and Conditions are applicable to transactions made through the 1st Formations website at https://www.1stformations.co.uk and any subsidiary pages. They must be read and agreed to in full, together with the General Terms and Conditions above, which apply to any agreement between us and to your use of the Website in general
- "1st Formations", "1stformations.co.uk", "we", “us”, “our” or "ourselves" means 1st Formations Limited, registered in England and Wales under company number 08861249. Our registered office is situated at 71-75 Shelton Street, Covent Garden, London, WC2H 9JQ. Our VAT number is 185 8695 41.
2. 1st Formations company formation services
2.1 Limitation of liability
- By purchasing a company formation from 1st Formations, you are granting us the right to file with Companies House, as an authorised person for and on behalf of the Company, the statutory forms required to implement the company formation service you are agreeing to take under this agreement. Please note that we will ask you to provide proof of identity - provision of the company formation service will be subject to receipt of this information.
2.2 Special Limitation of Liability
- We do not accept any liability of whatever nature for errors or omission in the company formation information you submit through our Website, or for any such company formation application which is subsequently rejected by Companies House.
- If your company formation application is rejected by Companies House, you will not be entitled to a refund for any services purchased from 1st Formations.
- We do not accept any liability should your company be struck off and/or removed from the Register for any reason that is not within our control, or following the cancellation or expiry of the services you are agreeing to take under this agreement should your company fail to meet its statutory requirements following our actions to file the requisite forms to notify the termination of such services.
- It is your responsibility to ensure that any company name you choose is available for registration and can be lawfully used by you. We accept no liability for your choice of name or any problems which may arise due to your choice of company name.
2.3 Requirements for the use of our incorporation services
- No persons under the age of 16 are permitted to register limited companies or limited liability partnerships in the UK. The minimum age requirement for directors, company secretaries and LLP members is 16 years. Individuals not meeting this legal minimum may only hold shares in private companies limited by shares.
- Any person who is an undischarged bankrupt is prohibited from registering a limited company in the UK and being appointed as a director or company secretary. Undischarged bankrupts may only hold shares in private companies limited by shares.
- Any persons currently named on the Disqualified Directors Register may not register a limited company or limited liability partnership - any disqualified director whose ban has not yet been served in full is not permitted to act as a company director, company secretary or LLP member, unless permission is granted from the appropriate Court. Such individuals may only hold shares in private companies limited by shares.
- We are not responsible or liable for any rejection of incorporation or problems arising due to the appointment of any persons not meeting the legal requirements for company formation. It is your responsibility to ensure all persons named on the company formation application are eligible to hold their respective positions.
2.4 Ordering our products and services
- You are presented with a range of choices during the ordering process. It is your responsibility to ensure you read and fully understand these choices before proceeding with any purchase. Should you have any queries regarding our products and/or services, or any aspect of your order, we strongly recommend that you contact us during our usual UK business hours prior to proceeding with any purchase. Whilst we endeavour to provide a prompt response to your enquiry, we cannot guarantee to do so in every instance. It therefore remains your responsibility to elicit further information from us regarding the product you intend to order before the order is placed.
- All orders that you place through this Website are deemed to be an offer by you to purchase the products and/or services that we supply, subject to these Terms and Conditions and our acceptance of the order. We may choose to reject any order without disclosing our reason for doing so.
- We only provide services on the basis that you have given us full and proper instructions and the authority to lawfully carry out those instructions. You undertake to ensure the accuracy and completeness of the information you provide for us, and you accept all liability for the rejection of any services or documents due to inaccuracies or incompleteness.
- We do not accept any liability of whatever nature for errors or omissions in documents that are uploaded, or not uploaded, to our website by you, or for any such documents which are subsequently rejected by Companies House.
- Where orders are made for our Pre-Submission Review, this review will not extend to reviewing or inspecting documents uploaded to our website - it is your responsibility to ensure completeness, compliance and accuracy of all such documents prior to their submission.
- By accepting these terms and conditions, you are granting us authorisation to file with Companies House as an authorised person for, and on behalf of, the company, the statutory forms required to implement the services you are agreeing to take under this agreement for the full term of the agreement. If said services are cancelled, terminated, or shall expire as a result of failing to make the required payment, you are granting us authorisation to file the statutory forms required to terminate these services.
- The statutory forms that we reserve the right to file include, but are not limited to, the following: AP01, AP02, AP03, AP04, TM01, TM02, SH01, AD01, AD02, CH01 and CH02.
- We are regulated by the Money Laundering and Terrorist Financing (Amendment) Regulations 2019 and by accepting these Terms and Conditions you are granting us authority to carry out a digital ID verification check by CreditSafe or similar organisation for the purposes of checking your identity and address. This online check may be recorded on your credit record, and a record of the search will be retained.
- Should we not be able to successfully verify your identity and address using our digital ID verification process, we will require you to provide proof of your identity and address in the form of certified copies of the original documents to satisfy our Anti-Money Laundering procedures. Failure to comply with any request for such documents may result in the cancellation of services. For further information please read our ID Requirements.
- As a Company Service Provider we have a responsibility to carry out due diligence checks from time to time on our customers (companies, officers and shareholders) to which we provide ongoing services. Should any of our checks result in the discovery of illegal or unethical activities, we reserve the right to terminate services without notice and without refund.
- We also have an obligation to meet the requirements of 'Know Your Customer' (KYC) and you will be asked to complete a short questionnaire on the business activity or activities of your company and the reason for your business relationship with 1st Formations.
- All incorporation orders that include an overseas corporate entity within the structure shall be subject to an additional compliance review (an “Overseas Compliance Review”) undertaken by ourselves for the purposes of identifying the ultimate beneficial owner(s) of the corporate entity. As part of this review, the customer will be required to provide all necessary documentation we decide necessary to enable us to identify the ownership structure of the overseas corporate entity and to satisfy ourselves of any individual(s) that require an identity verification check as required under the Money Laundering and Terrorist Financing (Amendment) Regulations 2019. Any ultimate beneficial owners that are identified as part of the Overseas Compliance Review will be required to undergo identity verification in accordance with these Terms and Conditions. The Overseas Compliance Review shall incur an additional fee for the time spent charged at an hourly rate of £110 plus VAT and billed in increments of 15 minutes with a minimum charge of £27.50 plus VAT per incorporation (the “Overseas Compliance Review Fee”). On completion of the Overseas Compliance Review, the Fee shall be automatically charged to the customer using your payment card details stored on our system. This Overseas Compliance Review Fee is non-refundable, including where we have not been able to confirm the identity of the overseas corporate entity’s ultimate beneficial owner(s); however, the fee for the company formation package will be refunded in accordance with our refunds policy.
- Our services are not available for purchase where the end user is a Scottish Limited Partnership (Scottish LP). All such purchases will be refunded and the services will not be set up.
- By purchasing a service(s), you agree to supply us with the company’s authentication code. Where we do not have this code, we will request it from Companies House.
- A company to whom we are supplying our services, without an authentication code, may have their services cancelled due to our inability to carry out compulsory annual monitoring in accordance with the Money Laundering Regulations. Any services cancelled for this reason shall not be entitled to a refund.
2.5 Incorporation process
- 1st Formations is a specialist online company formation agent. We use secure electronic filing facilities that are made available from Companies House - the UK Registrar of Companies. By choosing to register a company through us, or authorising us to file information on your behalf, you accept that all information will be submitted to Companies House via this electronic filing facility.
- Provided you have complied with the formalities necessary to register a company through us, Companies House will generally complete the incorporation of your company within approximately 3 to 6 working hours (Monday - Friday, 9am-5pm), however, in some cases it could take up to 24 hours - dependent on Companies House workload. We have no control over this process; therefore, it may take longer than the usual processing time of 3 to 6 working hours.
- We offer no guarantee your company application will be approved on the same business day as you make your order. If it is important that your company is incorporated on the same day as you make your order, we recommend you purchase the Guaranteed Same-Day Service, which is available as an additional service on our checkout page, up to 3pm Monday - Friday.
- If we cannot submit a company application to Companies House because you have omitted information, provided incorrect information, or we require further information to allow us to do so, we will make every attempt to contact you multiple times to obtain the information required to submit your company application to Companies House. Should we not manage to rectify this matter within 7 calendar days of your order being placed, we reserve the right to remove your company application information from our system after this time.
3. What you will receive upon incorporation
3.1 Company registration service
- Upon notification from Companies House of successful incorporation, your new limited company or limited liability partnership will be ready to trade immediately.
- You will receive a Certificate of Incorporation and other company formation documentation and services as described within the incorporation package you purchased on our Website.
3.2 Optional additional products and services
In addition to the formation of the company and the company documents described above, you
may optionally order additional products and/or services through 1st Formations, depending
upon the incorporation package you choose. These include, but are not
limited to, the following:
- Registered office service
- Service address
- Business address with mail forwarding
- Confirmation Statement preparation and filing service
- Business bank account
- VAT and PAYE registration
- Business telephony services
- Apostilled document service
- Full company secretary service
- These products and services may be added to your company formation package prior to incorporation, or they may be purchased after incorporation for an existing company.
- For Confirmation Statement Services, we will send you an email asking for information about your company details to allow us to file your confirmation statement. Where you do not provide the information requested, a confirmation statement will not be filed. We are not responsible for a confirmation statement not being filed for this reason.
4. Services we do not provide with any product
Our services do not include any of the following in respect of any of the packages and
products we offer for sale on our Website:
- Accountancy advisory services
- Tax advice
- Auditing of your books
- Filing of annual accounts - excluding dormant company accounts (DCA)
- Legal advice
- Advice regarding the suitability or adequacy of any company you may purchase from us for your intended purposes.
- Any other services not expressly mentioned.
- We strongly recommend that you seek independent advice before registering a company through us. If you have not yet taken such advice, we would advise you do not proceed with any purchase until you have done so.
5. Conditions of our company address services
- When you purchase a Registered Office and/or Service Address from us, you are agreeing to use our Digital Mailroom Service, whereby all UK government mail, as well as Court documents, will be received at our address, securely opened and scanned by our automated mail handling equipment and sent to you by email (with the exception of cheques from official government bodies, which will be sent to your forwarding address by post). A further electronic copy of your government mail will be available for you to view, download or print, in your 1st Formations online customer account area. All original copies of your mail will be securely stored for a period of 7 days, during which time you will be able to request they are forwarded to you by Royal Mail post. After the expiry of 7 days, unclaimed mail will be securely destroyed.
- When you purchase a Registered Office service from us, this service provides you with a mail forwarding service for official government mail from UK government bodies and Court documents. This service also allows you to fulfil your company's statutory obligations as per section 86 of the Companies Act 2006. This service does not provide you with a trading address, and must not be used as the Principal Place of Business address for VAT registration purposes.
- When you purchase a Service Address service from us, this service provides you with a mail forwarding service for official government mail from UK government bodies and Court documents. This service also allows you to fulfil the officer of the company's statutory obligations as per section 1141 of the Companies Act 2006. This service does not provide you with a trading address, and must not be used as the Principal Place of Business address for VAT registration purposes.
- When you purchase a Business Address service from us, this service provides you with a mail forwarding service from all senders other than those official government agencies which are only covered by our Registered Office and Service Address services. This service does not provide you with a trading address, and must not be used as the Principal Place of Business address for VAT registration purposes.
- If you purchase a Registered Office and/or Service Address and register an account with us, you are authorising us to be your filing agent and to update your Registered Office and/or Service Address information at Companies House on your behalf.
- If you purchase a Registered Office and/or Service Address and we are not provided with your company’s authentication code, we will not be able to update Companies House with the details of this purchase.
- When you purchase an address service from 1st Formations, you are authorising us to receive, sort and forward mail on your behalf. We shall not be responsible for any losses incurred due to any act, omission, neglect, or delay by us, or our employees or agents, in the process of receiving, sorting and forwarding mail on your behalf.
- We are not responsible for any mail that fails to be delivered to our offices, nor are we liable for mail after it has been handed to Royal Mail or our nominated courier for delivery to your preferred forwarding address.
- We will not accept any general business mail (non-statutory mail) for you or your company through our Service Address or Registered Office service - general business mail will only be accepted at our offices and forwarded to you if you purchase our Business Address Service.
- If payment for renewal of a Service Address service has not been made on or before the anniversary of the date of the previous payment, or you have failed to provide the required ID, you will be deemed irrevocably to have authorised us to change, with immediate effect, your Service Address to your residential address or any other address you have previously provided us for this purpose. This new address information will be registered with Companies House and displayed on public record.
- If payment for renewal of a Registered Office Address service has not been made on or before the anniversary of the date of the previous payment, or you have failed to provide the required ID, you will be deemed irrevocably to have authorised us to change, with immediate effect, the Registered Office Address of the company to your residential address or any other address you have previously provided us for this purpose. If you are a non-UK resident and do not have a UK address to use for this purpose, we will apply to Companies House to have our address removed by form RP07. This new address information will be registered with Companies House and displayed on public record.
- 1st Formations reserves the right to cancel an address service with immediate effect should we believe you have caused a palpable risk to our reputation and/or business. Our address will be removed from Companies House records and it will be changed to your residential address or any other address you have previously provided us for this purpose. If you are a non-UK resident and do not have a UK address to use for this purpose, we will apply to Companies House to have our address removed by form RP07. This new address information will be registered with Companies House and displayed on public record.
- Multiple companies cannot use a single address service. If you require an address service for multiple companies, you require purchasing a separate service for each company.
- When purchasing our Business Address Service, you will be provided with the option of Scan and Email delivery (i.e. our 'Digital Business Address Service'), or mail forwarding by post, by an email sent to you by us after purchase. Should you not reply to this email, your delivery method will be set to mail forwarding by post as default. Where a bank card is to be forwarded outside of the UK as part of this service, this will be sent by Royal Mail International Signed or International Tracked and charged at the respective rate, dependent on the service available in the country of delivery.
- With regards our Business Address Services, each company can have a maximum of one other trading name, which cannot be another limited company, or a trading name associated with another limited company. Post will not be forwarded for trading names unless prior agreement has been sought and received by the customer, and mail for trading names we have not entered into agreement for, will be returned to sender on the same day it is received.
- We will handle parcels as defined by Royal Mail, as being an item weighing over 750grams or in excess of 353 x 250mm in size; however, we will not accept or handle any items weighing more than 5kg or larger than 500 x 500mm in dimension. This limit is imposed because we are a mail-forwarding service and do not have the storage facilities to store large parcels.
- Should we receive mail returned to ourselves which has previously been forwarded by ourselves to the forwarding address we have on file for the customer, we will contact the customer to clarify the forwarding address we have on file. Any returned mail which is subsequently re-sent by post to the customer will be charged at Royal Mail postal rates + 15%, unless we are satisfied an error has been made by ourselves.
- With regards our Digital Business Address service, any mail containing a cheque, bank card or other item deemed to be of value, as well as any item of mail larger than A4 size, will be forwarded to you by post. Mail forwarding is charged at Royal Mail postal rates plus 15% handling fee.
- Regarding our Digital Business Address service, all original copies of your mail will be securely stored for a period of 7 days, during which time you will be able to request they are forwarded to you by Royal Mail post, at a charge of Royal Mail postal rates plus 15%. After the expiry of 7 days, unclaimed mail will be securely destroyed.
- If we forward mail to you by courier, we will require taking payment in advance. A receipted invoice will be raised and forwarded to you immediately after payment is taken. The acceptance of these Terms and Conditions means you are granting us authority to take payment using your payment card details stored on our system. In the event the cost to forward an item by courier is substantial, we may contact you to seek your approval before processing the item. Please note: Our 15% handling fee also applies to courier deliveries.
- With regards forwarding parcels, packets, letters by Royal Mail Special Delivery, International Signed For, International Tracked, and International Tracked & Signed, we may require taking payment in advance. A receipted invoice will be raised and forwarded to you immediately after payment is taken. The acceptance of these Terms and Conditions means you are granting us authority to take payment using your payment card details stored on our system.
- In the event we are unable to deliver an item of mail or where advance payment is required and we are unable to take advance payment, we will contact you by email, telephone or post and request your assistance. If we do not receive a response within 30 days we reserve the right to return the item to sender or dispose of it, as appropriate.
- Where a customer possesses a negative account balance, we reserve the right to hold mail for any of our address services from being sent to the customer, until such time as the amount of the account balance owed is paid. The customer will be notified by email if an item of mail is held because they possess a negative account balance. Mail held for this reason will be held for 30 days. If the customer has not paid the negative account balance within 30 days, the item of mail will either be returned to sender, or it will be destroyed if we would incur a charge to return the item of mail to the sender.
- If a customer purchases a Registered Office or Service Address Service from us, it is the customer's responsibility to ensure the correct address for the company is showing on Companies House for their registered office or service address. When an address service is not purchased as part of an incorporation package, we accept no liability for updating your company's addresses at Companies House.
- Regarding our Business Address Service, where a parcel is received for a customer and the forwarding address is outside of the UK, the customer permits the company to open the parcel to estimate the value of the contents, before resealing the parcel, in order to complete the necessary CN22 customs form to send a parcel outside of the UK. In instances where we cannot accurately estimate the value of the contents of the parcel, we will contact the customer requesting the value of the contents, and will only forward the parcel upon receiving a response from the customer. Should we receive no contact from the customer within 30 days regarding the value of the contents, the parcel will be returned to sender.
- To ensure limited companies using our address services comply with the London Local Authorities Act 2007, customers should ensure they do not provide our registered office address for business purposes to third parties if they do not have an active Business Address Service with us. Any general business mail received for companies that do not have an active business address service will be held for 30 days or until a business address service is purchased. After 30 days, the mail will be returned to the sender if the business address is not purchased.
6. Reserve a Company Name Package
- We have registered a limited company at Companies House. The purpose of this is to reserve a company name.
- It is the responsibility of the director(s) of the company to inform HMRC of its dormant status. We have provided a letter to use for this purpose within your Order Fulfilled email.
- We will file dormant company accounts and a confirmation statement for the first year, thereby fulfilling the company's statutory filing obligations for the first year.
- If you wish 1st Formations to continue to prepare and submit the statutory filings, the dormant company accounts and confirmation statement services must be renewed on an annual basis. We will send you reminders of the renewal of these services 7 days prior to the expiry date.
- We take no responsibility for any actions the director(s) may take in making changes to a company formed with this package, which may affect its dormant company status.
7. Full Company Secretary Service
- The services provided annually for your private limited company shall consist of the following:
- If required, an appointment of 1st Secretaries Limited, a company incorporated in England and Wales with a company number 12298342, whose registered office is at 71-75 Shelton Street, Covent Garden, London, United Kingdom, WC2H 9JQ (“Company Secretary”) as secretary of your company.
- Maintenance of your company’s statutory registers and minute books,
including but not limited to the following registers required to be kept by the Companies Act 2006:
- Register of Members
- Register of Directors
- Register of Directors Usual Residential Address
- Register of Secretaries
- Register of People with Significant Control
- Register of Charges (in respect of charges created before 6 April 2013)
- Provide such company secretarial advice and assistance as required (e.g. preparation of board minutes, resolutions,
Companies House forms/filings etc) for up to ten transactions per year. The following transactions are included in the
fixed annual fee service (as detailed in section 7(b)).
- Confirmation Statement
- Change of Registered Office address
- Change of Accounting Reference Date
- Change of Company Name
- Director Appointment or Resignation
- Secretary Appointment or Resignation
- Transfer of Shares (up to 2 Shareholders)
- Issue of Shares (up to 2 Shareholders)
- We charge a fixed annual fee of
£149.00 plus VAT. If any additional company secretarial services are required
from us, we will charge an additional fee in accordance with our standard
rates. Our services will be renewed automatically after a 12 month period
(unless you choose not to renew the service). Where services are not renewed or
are otherwise terminated, we will:
- issue you with a letter of disengagement confirming the termination of our services
- provide you with a final copy of your statutory registers in electronic format kept by us, if explicitly requested by you within one month of expiry
- resign the Company Secretary as a company secretary
- If you have asked us to file a Companies House form that triggers an associated filing fee and Companies House rejects the application for any reason, then we shall have no obligation to return to you any Companies House fees or any transaction fees incurred pursuant to that rejection.
- Our services in section 7(a) do not negate the statutory obligations of the directors of your company under the Companies Act 2006. It remains the responsibility of the directors of your company to ensure that all statutory registers of the company are a true and accurate representation of your company’s position.
- It is your responsibility to ensure that we are informed of all transactions or changes that occur to your company, and that all required information pertaining to said transactions or changes, that occur to your company that necessitate the statutory registers to be amended.
- If we do not receive the required information, or are not told of changes that have occurred to your company, we will not be responsible for any delay caused as a result. If additional work is required to correct or compensate for a mistake made as a result of incomplete or otherwise incorrect information or action on your part, we may charge you a reasonable additional sum for that work.
- If we require any information or action from you in order to provide our services, we will inform you of this as soon as is reasonably possible.
- We reserve the right to resign the Company Secretary as an officer of your company, and to withdraw or suspend our services without disclosing our reason for doing so.
- Nothing in these terms and conditions or the services provided by us overrides your obligations or the duties imposed on you to deliver documents to Companies House or HMRC in a timely manner, and although we may send reminders to you about filing requirements, we have no liability in respect of determining when filings should take place and what content should be filed.
- We will send any transactional documents that we produce at your request (for example, in accordance with section 7(a)(iii) of these terms and conditions) to the relevant person(s) electronically via DocuSign for execution. Unless informed otherwise, we shall assume that your company permits the execution of documents electronically.
- Electronic copies of executed share certificates or membership certificates (whichever is applicable) will be provided to you following any transaction for which the documentation has been drafted by ourselves (for example, following the completion of an issue of shares drafted in line with section 7(a)(iii) of these Terms and Conditions). We recommend that you only circulate hard copies of these share certificates or membership certificates. We shall not be liable for any damages or liability incurred if you circulate these share certificates or membership certificates electronically.
- Where we are appointed as your
company's Company Secretary, you acknowledge and agree that:
- we shall act in accordance with the instructions of the directors
- it shall be the responsibility of the directors to provide us promptly with all information that is required for us to make all filings at Companies House on behalf of the company and the general maintenance of the statutory registers of the company
- we shall not be liable for any fines imposed on officers of the company for a breach of the Companies Act 2006, arising from any late or missed filing with Companies House relating to the company in circumstances where we have not been provided by the directors with the information required to be included with such filing in the timescale provided to make that filing set out in the Companies Act 2006.
- You shall indemnify us against
all liabilities, costs, expenses, damages and losses (including but not limited
to any fines relating to a breach of the Companies Act 2006, and all interest,
penalties and legal costs (calculated on a full indemnity basis) and all other
reasonable professional costs and expenses) suffered or incurred by us as an
officer of your company arising out of or in connection with:
- any failure of the directors to comply with the obligations imposed on officers of the company under the Companies Act 2006
- any failure of the directors to provide us promptly with the information to make any required filings with Companies House or
- any fines imposed on the officers of the company in respect of late or missed filings required to be made under the Companies Act 2006 relating to your company
8. Business Telephone services
- The Business Telephone Number provided by us for the Business Telephone Number or Call Answering + Business Telephone Services is not owned by us. Requests to use or port the telephone number provided after one of our services has expired should be made direct to the telecoms provider which owns the telephone number.
9. Changes to goods and services
- The price of any goods or service that you may purchase from us is set out under the option you select on our Website. Unless otherwise stated, all prices exclude VAT at the prevailing rate on the date of purchase.
- The total purchase price, including VAT (if any), will be displayed in your shopping cart prior to your confirming the order.
- We reserve the right to update the prices on the Website of any products or services without prior notice or explanation. Every effort is made to ensure that all prices are correct; however, in the event of serious error, any transaction shall be voided by us, entitling you to a full refund.
- We reserve the right to update, amend, or withdraw the products and services that we offer on our Website without prior notice or explanation.
- We shall not be liable to anyone for withdrawing or amending any of the products we sell, or for refusing or failing to process an order.
10. Continuous payment authorisation
Your acceptance of these Terms and Conditions means you are granting us continuous payment
authority of the card used to purchase the original service (or an alternative one, if
supplied), for the following:
- Renewable services - fees due will be processed on the card originally used to purchase the service (or an alternative, if supplied) on the date of expiry. Notice will always be given in advance of expiry date of our intention to take payment, and you will have the right to cancel the service.
- Mail forwarding services - the cost of postage and handling fees will be taken on the card used to purchase the service (or an alternative if supplied) but will be processed automatically on a monthly basis.
- Your total price will include the price of the product plus any applicable VAT (in effect on the day of purchase).
11. Fraud prevention
- Your acceptance of these Terms and Conditions means you are granting us authorisation to undertake a search by CreditSafe or similar organisation for the purposes of verifying your identity and address. To do so, CreditSafe or similar organisation may check the details you supply against any particulars on any database (public or otherwise) to which they have access. They may also use your details in the future for verification purposes to assist other companies. A record of all searches will be retained.
12. Bank Account referral service
- Where you request a bank account through our referral service, you confirm that you agree to your details being submitted on your behalf to the bank, and to being contacted directly by the bank for the purposes of fulfilling the bank account request.
- Where you request a bank account through our referral service on behalf of a third party for whom you are making a company formation application, you confirm that the third party has agreed to their details being submitted on their behalf to the bank account supplier and to being contacted directly by the bank for the purposes of fulfilling the bank account request.
- The business bank accounts are opened and provided by the banks and subject to the terms and conditions as set forth by the banks at the time of account opening.
- All business bank accounts are subject to the applicants' status; therefore, 1st Formations cannot guarantee that an account will be provided.
- Where cashback is offered to you as part of a business account referral, you must send us a request to claim your cashback in writing by email within 90 days of your business account opening. To be eligible for cashback, your account must be active (it is considered active when it is holding funds), and you must be on a paid subscription plan with your chosen business account provider. If it is deemed you are eligible for cashback, this will be paid to you by bank transfer within 30 days of receipt of your request, into the business account opened as part of your business account referral. Intermediaries (e.g. wholesale customers) will receive payment on a quarterly basis.
- The price of a co.uk or .com domain will be £0.00 when registered with names.co.uk for 1 year using the voucher code supplied.
- Discounts apply for the first billing period only and do not apply to renewals.
- Offer must be redeemed within 30 days and cannot be used in conjunction with any other offer.
- This offer may be withdrawn at any time at the discretion of Namesco Limited. Standard terms & conditions apply. Limited to 1 per customer.
- Trustpilot is a consumer review community that builds trust and transparency between consumers and businesses. Trustpilot help 1st Formations proactively collect reviews from our customers. You as a customer, in turn, can voice your opinion and improve online shopping experiences for everyone around the world.
- Trustpilot invite all of our customers to provide a review of their buying experience using our website. By agreeing to these terms and conditions, you agree to have your information (name, email address and order number) temporarily shared with Trustpilot, to allow them to send you this invitation, however, the information will not be stored. This information will also not be shared with anyone else.
15. Refund policy
15.1 Company formation orders
- In the event that you make a purchase of a company formation package but change your mind prior to the submission of the company details to Companies House, we will refund all monies paid to us, provided your written request for a refund is received within 14 days of the date of purchase.
- Refunds cannot be given for the company formation package or any parts of the company formation package, once the company application has been submitted to Companies House, even if your company formation is rejected.
15.2 Address service orders
In the event you make a purchase of a company address service (registered office, service
address or business address/mail forwarding service) but change your mind;
- If we have not already processed your order and set up your address service(s), you will be entitled to a refund of all monies paid to us, provided the notice to cancel is given within 14 calendar days of the purchase date. A refund will not be given for cancellation requests after 14 calendar days from the date of purchase.
- If we have already processed your order and set up your address service(s), you will be entitled to a refund of all monies paid to us, minus a £10.00 plus VAT administration charge per address service, provided the notice to cancel is given within 14 calendar days of the purchase date. A refund will not be given for cancellation requests after 14 calendar days from the date of purchase. The administration charge covers the cost of order processing, service set up and any other incidental costs.
- Either party (the Customer or us) is free to cancel an address service by giving a full calendar months’ notice in writing.
- In an instance where a refund request is made within 14 calendar days of the purchase date of an address service, but our address is used by your company for more than 14 calendar days after the purchase date at Companies House, this address service will be deemed to have been used, and you will not be eligible for a refund.
- You will be entitled to a refund for the Registered Office Address Service contingent on conditions in section 15.2.a. being satisfied, and so long as we have not begun the process of drafting or submitting the relevant AD01 form filing to Companies House, and where relevant, the supporting evidence with respect to the change of your company's registered office address, where that address is listed on the Companies House public register as the Companies House default address.
15.3 Additional products and services
- In the event you make a purchase of an additional product or service but change your mind – provided we have not already started working on providing the product or service, you will be entitled to a refund of all monies paid to us, provided the notice to cancel is given within 14 calendar days of the purchase date. A refund will not be given for cancellation requests after 14 calendar days from the date of purchase or where we have started working on providing the product or service.
- No refund will be provided if we require cancelling an additional product or service (e.g. business telephone service) due to a failure to supply proof of ID and proof of address as required by our terms and conditions, to ensure we fulfil our obligations regarding the current Anti-Money Laundering regulations and Know Your Customer requirements.