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register Gratipay Ltd in the UK #1379

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chadwhitacre opened this issue Sep 4, 2013 · 16 comments
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register Gratipay Ltd in the UK #1379

chadwhitacre opened this issue Sep 4, 2013 · 16 comments
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@chadwhitacre
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Reticketing from #891. The idea would be to have an entity under which to do business in the EU.

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@chadwhitacre
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Starting-point: https://www.gov.uk/limited-company-formation

@mvdkleijn
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@whit537 Please keep in mind that if you go the UK limited route, you'll probably have to file tax returns or be able to prove you're not making a profit.

@chadwhitacre
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Right, that's something I need to understand more fully. I'm not opposed to filing returns nor to paying corporate taxes if it's appropriate.

@chadwhitacre
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My plan at this point is to call the number listed here on Friday.

@mvdkleijn
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It sounds tricky, especially if you'll be obliged to have a local business address. I'd make sure to ask about that and how things work with tax returns. I read somewhere that companies not making a profit (naturally) don't have to pay corporate tax, but they still have to file tax returns. Not sure if that applies to what's effectively a dummy corporation used only as a legal entity to represent a foreign company and allow them to use local services. In any case: good luck, I'm very interested in finding out what happened.

If this works out, Gittip could have an active Mangopay account by this time next week. Hope it won't be a problem to move funds from the us to mangopay.

@chadwhitacre
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There are companies that offer a registered address at a reasonable cost (one, two).

@kyzh
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kyzh commented Sep 5, 2013

I think this webform is the place to start from.
Bellow is what you will need (in case the hyperlink disapear or change overtime)

Company name must not:

  • suggest business pre-eminence, a particular status, or a specific function
  • imply a connection with a government department, devolved administration or, public authority
  • cause a criminal offence
  • exist, as far as i can see there is no gittip registered

Company must :

  • Have a registered office within the UK which is the official legal address of the company.
  • The registered address must be a physical address
  • You can pay a small fee to London Registered Office Address Service instead of the above (the creator of indefero ceondo.com)

Company requires:

  • At least one director (over 16)
  • Maybe a Secretary
  • abut at least 1 of your company’s directors must be an individual

For any officer you will need:

  • full name
  • Usual residential address (not displayed on public record)
  • Service address (can be the same as the registered office)
  • Country/state of residence (i.e. the country or state where the address is situated)
  • Nationality, occupation, date of birth and any former names (that have been used for business purposes in the last 20 years).
  • 'consent to act' information – in place of a signature you will need to provide 3 items of personal information from the following 7 categories: Town of birth, Last 3 digits of telephone number, Last 3 digits of National Insurance number, Last 3 digits of Passport number, Mothers maiden name, Eye Colour, Fathers first name.

If you have company as an officer (eg. Gittip LLC), you need to provide:

  • The company or firm name
  • Its registered office address
  • Details of the legal form of the company
  • where it is registered
  • Its registration number (if applicable )
    Note: I don't know if that apply for international company ?

If you go for Private company limited by shares, you will need to provide the article of association.
I tried to find a template but i only found the FAQ.

Then you need to pay £15.

Also the webform only allows Private company limited by shares.
I think what you really want is the Private company limited by guaranty.

@kyzh
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kyzh commented Sep 5, 2013

It also seems that agents are a common route to do the incorporation.
I am not sure about prices, but there is a lot of choices

I would be keen to stand forward as one of the director.
This is especially true if you choose to use Gittip LLC entity instead of yourself as a director.

I could also use my home address as a registered office in the UK, but that might not be as good as a one of the third party you referred.

@mvdkleijn
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Unless I'm mistaken, there needs to be just one director which can be another company. In that case I feel it would be logical to have Gittip LLC as the sole director. That means there is no need for @kyzh to step up as director. If no actual individuals need to be director, it seems illogical not to have Gittip LLC as the sole director since the UK Ltd is just a dummy to allow EU bank account usage.

@mvdkleijn
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@whit537 What happened with the phone call? Is this a viable method of getting a MangoPay account?

@mvdkleijn
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@whit537 Sorry if I seem pushy, but I feel like we're close to a solution here and its very important for Gittip growth... do you have an update on the whole UK limited thing or did I miss some update on this issue outside of the issue tracker? 😃

@chadwhitacre
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@mvdkleijn I don't have an update, no. Honestly, I'm comfortable with Gittip not growing much in the next month or two, because growth is stressful and our infrastructure is not ready for it yet. We're in a season of investing in our team and in our infrastructure. That's the big reason that I'm not pushing hard on this one.

Also, I don't see this as a few-hour project. I'm encouraged by the possibilities here, but this is still a non-trivial project. For now we can and do get people outside the U.S. paid via PayPal, and with Mass Pay (#943) we should be able to make that process more efficient with an order of magnitude less work than landing this will take.

This is a ripening fruit but it's not falling off the tree.

@chadwhitacre
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I mean, we don't even have Gittip's existing accounts tight as it stands now. We just sort of slush money around between four different accounts (Balanced, PayPal, New Alliance FCU, Ally) and assume that we're not eating into escrow to cover our operating costs (let alone actually saving money for when we need to hire lawyers). It's actually a bit of a scary mess. We need to take advantage of this relatively slow period in order to tighten up our systems before adding more moving parts to the mix.

@chadwhitacre
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@mvdkleijn Sorry for getting your hopes up for a one-week solution. :-/

@chadwhitacre
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OH: "DevX, because developers are business people!"

@Changaco Changaco changed the title register Gittip Ltd in the UK register Gratipay Ltd in the UK Jan 23, 2015
@chadwhitacre chadwhitacre removed their assignment Mar 30, 2015
@chadwhitacre
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Closing in favor of gratipay/inside.gratipay.com#438.

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