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Shelf company basics

Buying a shelf company: a 12-point checklist

By the Royale Corporate team · Published · Last reviewed · 2 min read

Before buying a shelf company, look it up on Companies House and confirm it has never traded, has no registered charges, has filed every set of accounts and confirmation statement on time, and that any VAT or EORI number really belongs to it. Then make sure you receive the full set of transfer documents.

Key points

  • Search the company number on Companies House and read the full filing history.
  • Check there are no charges (secured loans) and no overdue filings.
  • Verify any VAT number with HMRC’s online VAT checker.
  • A legitimate seller will ask you for ID and proof of address.

On Companies House (free, online)

  1. Status is “Active”. Not “Dissolved”, “In liquidation” or “Proposal to strike off”.
  2. Accounts are dormant and on time. The filing history should show dormant accounts, with no overdue warning.
  3. Confirmation statements are up to date. One at least every 12 months.
  4. No charges. The “Charges” tab should be empty or show every charge satisfied.
  5. Officers make sense. Directors and the PSC should be the seller or their nominees, with no unexplained changes.
  6. Registered office is a proper address. Since March 2024 it must be an “appropriate address” in the UK, not a PO box.

Registrations to verify

  1. VAT number. Check it with HMRC’s free “Check a UK VAT number” service: the name and address returned should match the company.
  2. EORI number. Ask for the HMRC confirmation and check the number format (GB followed by 12 digits).
  3. Bank account. Ask which provider holds it and what the provider needs from you as new director.

Documents you should receive

  1. Corporate documents: certificate of incorporation, articles of association, share certificate, signed stock transfer form, resignation and appointment records.
  2. Written confirmation that the company has never traded and has no liabilities, ideally backed by a warranty or indemnity from the seller.

Checks on the seller

  1. Anti-money-laundering supervision. UK firms that sell companies or act as company formation agents must be supervised for anti-money-laundering, often by HMRC. A seller who does not ask for your ID is a warning sign.

Royale Corporate gives every buyer the company number before payment so you can carry out these checks yourself.

Official sources

This guide is general information, not legal or tax advice. Rules and fees change; check the official sources above or speak to a UK accountant before you act.

Questions people ask

Search its name or number on the Companies House “Find and update company information” service. It shows status, officers, PSCs, filing history and charges.
A charge is security given to a lender over the company’s assets. A shelf company should have no charges.
Stamp Duty on a share transfer is 0.5% of the price paid for the shares (rounded up to the nearest £5) if that price is over £1,000. Transfers for £1,000 or less can be exempt if the form is certified. Check the GOV.UK guidance for your case.