What legal documents does a UK startup actually need?
By SuLe · Updated 15 July 2026
A UK startup needs surprisingly few documents on day one — a memorandum and articles of association, statutory registers and share certificates — but the list grows at each stage: founders' and shareholders' agreements, IP assignments, employment contracts, website terms and a privacy policy. Build each document when the risk it manages becomes real, not all at once.
Key facts
- Online incorporation at Companies House costs £50 as of mid-2026 (check the current fee on gov.uk) and is usually processed within 24 hours.
- Model articles under the Companies Act 2006 apply automatically unless you register bespoke articles.
- Your registered office must be an "appropriate address" — a PO Box alone no longer works — and you must keep a registered email address (ECCTA 2023).
- Changes to people with significant control (PSCs) must be entered in your PSC register within 14 days and filed at Companies House within a further 14 days.
- A confirmation statement must be filed at least once every 12 months, within 14 days of the end of the review period.
What documents does incorporation itself create?
Incorporating gives you a memorandum of association, articles of association and your statutory registers — including the register of members and the PSC register. Companies House usually processes online applications within 24 hours, for a £50 fee as of mid-2026 (check the current fee on gov.uk).
The articles are your company's rulebook. Unless you register bespoke articles, the model articles prescribed under the Companies Act 2006 apply automatically.
You must also give an "appropriate address" as your registered office — somewhere documents can reach a person acting for the company, not just a PO Box — plus a registered email address, both required under the Economic Crime and Corporate Transparency Act 2023. Issue share certificates to each founder once you exist.
What does the checklist look like, stage by stage?
Most startups build their legal stack in six stages. This order keeps cost in step with risk.
| Stage | Core documents | Why it matters |
|---|---|---|
| Incorporation | Memorandum and articles, statutory registers, share certificates | The legal minimum to exist and prove who owns what |
| Two or more founders | Founders' or shareholders' agreement, IP assignments | Fixes equity, vesting and leaver terms before they become contentious |
| Building the product | Contractor agreements with IP assignment, NDAs where needed | Contractors keep the IP in their work unless it is assigned in writing |
| First hires | Employment contracts, core policies | Employees must receive written terms; contracts capture IP and confidentiality |
| Launch and customers | Website terms, privacy policy, cookie notice, sales contract templates | UK GDPR and consumer rules apply from your first user |
| First investment | Term sheet, subscription agreement, new articles, clean cap table | Investors will not close without tidy paperwork |
Which founder documents matter first?
If there are two or more of you, a founders' or shareholders' agreement is the highest-value document you will sign. It settles the equity split, vesting, leaver terms and decision-making while everyone still agrees.
Anything created before incorporation — code, designs, the brand — legally belongs to the individual who made it, not the company. A short written IP assignment moves it across, and investors will look for it in due diligence.
A solo founder can defer the shareholders' agreement — it becomes essential the moment a second shareholder arrives.
What do I need before hiring or launching?
Every hire needs a written employment contract covering pay, notice, confidentiality and IP — UK law requires employees to receive a written statement of their key terms.
If you process personal data, and almost every product does, you need a privacy policy and will usually need to register with the ICO and pay its annual fee. Website terms and conditions set out what customers get and cap your liability.
B2B founders should also keep a standard services agreement or order form ready, so every deal does not start from a blank page.
Which filings recur after incorporation?
A confirmation statement is due at least once every 12 months, filed within 14 days of the end of your review period — £34 online as of mid-2026 (check the current fee on gov.uk). It confirms the registered details Companies House holds are correct.
The registers are live documents, not annual chores. PSC changes must be entered in your own register within 14 days and filed at Companies House within a further 14 days.
Identity verification for directors and PSCs is also being rolled out under ECCTA 2023 — mandatory for new appointments from late 2025 — so check the current requirements on gov.uk.
Worked example
Amara and Josh incorporate Verdant Metrics Ltd, a climate-analytics SaaS, with model articles and 10,000 ordinary £0.001 shares — 6,000 to Amara, 4,000 to Josh, £10 of capital in total. The same week they sign a founders' agreement with four-year vesting and assign Amara's pre-incorporation prototype code to the company.
Their first contractor, a freelance designer, signs an agreement assigning IP in her work. Before launch they publish website terms and a privacy policy and register with the ICO. When their first employee joins at £48,000, she signs an employment contract with IP and confidentiality clauses — so when a seed investor later runs due diligence, every document already exists.
Where founders go wrong
Leaving IP in a founder's personal name
— the company must own its product; sign the assignment at incorporation, not at the funding round.Treating the confirmation statement as optional admin
— persistent failure can end with the company struck off.Copying US templates
— at-will employment and Delaware boilerplate do not map onto the law of England and Wales.Buying everything on day one
— a pre-revenue solo founder rarely needs a 30-page shareholders' agreement; match documents to your stage.
Related questions
Do I need a shareholders' agreement as a solo founder?
Not on day one. A solo founder with no other shareholders can wait — the agreement becomes essential the moment a second shareholder arrives, whether that is a co-founder, an investor or an employee exercising options. Put one in place before, not after, that person appears. [More: Do I need a shareholders' agreement as a solo founder?]
Are template documents good enough to start with?
Often, for low-stakes documents — an NDA or a simple contractor agreement. The risk rises with the stakes: founder equity, investment terms and anything investors will scrutinise in due diligence usually justify a solicitor's review, because template errors surface at exactly the moment they are hardest to fix. [More: Can I use legal templates instead of a lawyer?]
When do I need website terms and a privacy policy?
Before you take your first user or customer. If you process personal data — and almost every product does — UK GDPR requires you to tell people how you use it, which is the privacy policy's job. Terms and conditions protect you contractually from the first sale. [More: Do I need terms and conditions and a privacy policy for my startup?]
How do I get IP I created before incorporation into the company?
By a written assignment transferring the code, designs and brand you created personally into the company. Do it at incorporation: investors check the company actually owns its product, and a missing assignment from a departed collaborator is one of the hardest due-diligence gaps to fix. [More: How do I transfer pre-incorporation IP into my company?]
Most of these documents are cheap to get right at the start and expensive to fix at a funding round, when due diligence finds the gap. A SuLe solicitor can tell you which documents your stage actually needs and which can wait. Book a free 15-minute consultation about your setup
Keep reading: Can I start a startup while employed full time? · Should I use model articles or bespoke articles of association? · How many shares should I issue when incorporating a UK startup? · What is a PSC and who counts as one? · What is a confirmation statement and when do I file it? · What is a founders' agreement and do we need one?
Primary sources: GOV.UK — Set up a private limited company · GOV.UK — Running a limited company · Companies Act 2006


