One of the most common causes of delays in company formation is incomplete documentation. Whether you are forming a new company or purchasing a shelf company, having the right documents prepared in advance can save days or even weeks of processing time. This guide provides a comprehensive checklist of the documents required for company formation worldwide, covering universal requirements, country-specific extras, and practical tips for smooth preparation.
Universal Document Requirements
Regardless of the jurisdiction, you will almost always need the following documents:
Personal Identification
- Passport: A certified or notarized copy of your valid passport. Some jurisdictions accept national ID cards, but a passport is universally accepted and preferred.
- Proof of address: A utility bill, bank statement, or government-issued document showing your residential address, typically no older than three months.
- Additional photo ID: Some jurisdictions or banks may request a second form of photo identification.
Company Details
- Proposed company name: Usually two or three name choices in order of preference, in case the first choice is unavailable.
- Business activities description: A clear summary of the company’s intended activities and target markets.
- Share structure: Details of the authorized share capital, share denominations, and allocation among shareholders.
- Director appointments: Full names, dates of birth, nationalities, passport numbers, and residential addresses of all proposed directors.
- Shareholder details: Full names, dates of birth, nationalities, and share allocations for all proposed shareholders.
- Registered office address: The address in the jurisdiction where the company will be registered. This can typically be provided by your formation agent.
Compliance Documents
- Source of funds declaration: A document or statement explaining the origin of the funds being used for the company and its initial capital.
- Professional or bank reference: A reference letter from your bank or a professional such as a lawyer or accountant, confirming your identity and standing.
- Background information: A CV or professional biography for each director and beneficial owner.
Country-Specific Requirements
| Country | Additional Requirements |
|---|---|
| United Kingdom | SIC code (industry classification), PSC (persons with significant control) details |
| Germany | Notarized articles of association, minimum EUR 25,000 share capital (GmbH), bank confirmation of capital deposit |
| France | Capital deposit certificate, lease agreement or domiciliation, publication in legal gazette |
| Spain | NIE (foreigner identification number), capital deposit certificate, notarized deed |
| Cyprus | Name approval application, declaration of compliance |
| Malta | Capital deposit (20% of minimum EUR 1,165), memorandum and articles in prescribed form |
| Singapore | ACRA name application, Singapore-resident director appointment |
| Hong Kong | Business registration application (IRBR1), incorporation form (NNC1) |
| UAE | Free zone application form, activity-specific license documents, office lease |
| USA (Delaware) | Certificate of formation, operating agreement (LLC), registered agent appointment |
| BVI | Memorandum and articles, registered agent appointment, anti-money-laundering declaration |
| Switzerland | Notarized articles, capital deposit certificate, stamping duty form |
Company Registration Documents: The Registry Set and the Bank Set
Most delays happen because buyers prepare one set of company registration documents and then discover there are two. The registry and the bank want overlapping but different things, and they want them at different moments.
The registry set is about the company. It is the constitutional documents, the identity of the directors and shareholders, the share structure, the registered office address and the beneficial ownership declaration. It is largely standardised, the registry either accepts a filing or rejects it on a stated ground, and a formation agent can tell you in advance exactly what will be required.
The bank set is about you and about what the company will do. It is your identity and address again, but also a professional or bank reference, a background summary for each director and beneficial owner, a description of the business with its expected markets and counterparties, and an expected transaction profile covering volumes, sizes and countries. None of this is standardised, no two banks ask for quite the same file, and the assessment is discretionary rather than a pass or fail against a published rule.
Prepare both sets at the same time even though only the first is needed to register. The certifications, apostilles and translations described below take the same time for both, and doing them once saves repeating the whole exercise a month later when the account application opens. The compliance side is covered in detail in our guide to AML and KYC requirements.
Documents Needed to Buy a Shelf Company Instead of Forming One
Taking over an existing dormant company shortens the list, because the company already exists and its constitutional documents were filed when it was registered. What you supply is about you rather than about the entity: identification and proof of address for each incoming director and shareholder, identification for every beneficial owner holding 25% or more, a source of funds declaration with supporting evidence, and a description of the intended activity.
What you should ask to receive is the other half, and it matters more than what you hand over. Expect the certificate of incorporation showing the original registration date, the memorandum and articles, the complete filing history from the registry, a current certificate of good standing, the share transfer instrument, the director resignations and appointments, the updated statutory registers and the registry confirmation of every change filed. Add written warranties that the company has never traded and carries no debts, liabilities or proceedings, with an indemnity covering anything undisclosed. The process is set out step by step in our guide to buying a shelf company.
Certification and Legalization Requirements
Notarization
Some jurisdictions require documents to be notarized by a public notary. This confirms the authenticity of the document and the identity of the person signing it. Notarization requirements vary by country and document type.
Apostille
If you are submitting documents issued in one country for use in another, they may need to be legalized with an apostille. An apostille is an international certificate issued under the Hague Convention that authenticates the origin of the document. Countries that are signatories to the Hague Convention accept apostilled documents without further legalization.
Certified Translation
If your documents are not in the official language of the jurisdiction where you are forming the company, they will need to be translated by a certified translator. The translation must be accompanied by the translator’s certification of accuracy.
Preparation Tips
- Start early: Gathering documents takes time, especially if you need notarization, apostilles, or translations. Begin the process well before your target formation date.
- Keep digital copies: Scan all documents at high resolution and keep digital copies organized in a secure folder. Many formation processes accept digital submissions initially, with originals to follow.
- Check expiry dates: Proof-of-address documents and bank reference letters typically must be less than three months old. Passports should have sufficient validity remaining.
- Prepare multiple copies: You may need separate sets of documents for the formation agent, the company registry, the bank, and your own records.
- Ask your provider first: Before preparing documents, confirm the exact requirements with your formation agent. Requirements can change, and a provider who operates in the jurisdiction daily will have the most current information.
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Frequently Asked Questions
What documents are required for the formation of a company?
Everywhere you will need certified identification and a recent proof of address for each director and shareholder, the proposed company name with alternatives, a description of the business activity, the share structure, and a registered office address in the country. Most jurisdictions add a beneficial ownership declaration and a source of funds statement. Country specific extras, such as a notarial deed or a capital deposit confirmation, sit on top of that core set.
How recent does a proof of address have to be?
Three months is the standard across formation agents and banks, counted from the date on the document rather than the date you send it. A utility bill, a bank statement or a government issued document showing your name and residential address will normally be accepted. Mobile phone bills and documents showing only a postal or business address are frequently rejected, so check the type before you order a copy.
Do my documents need an apostille?
Only when a document issued in one country has to be relied on in another, and then only between states party to the Hague Convention. Within the European Union many public documents now move without one. A formation agent operating in the destination country will tell you which of your documents need it, and it is worth asking before you start, because obtaining an apostille can take longer than the registration itself.
Can I submit scanned copies or are originals required?
Most formation agents start work on high resolution scans and many registries accept electronic filings, so the process can usually begin before anything is posted. Originals or certified hard copies are still required in jurisdictions where a notary must witness signatures, and banks often want to see originals at onboarding. Assume scans to begin and originals to follow unless you are told otherwise.
Which documents do I need if I do not speak the local language?
Any document not in an official language of the jurisdiction needs a translation by a certified translator, with the translator’s certification of accuracy attached. This typically covers your passport page, your proof of address and any corporate documents in an ownership chain. Allow time for it: translation plus certification is one of the commonest reasons a file that looked complete is sent back.
Proper document preparation is the foundation of a smooth formation, and it is the single thing most within your control. Whether you are registering a new company or taking over an existing one, having the file in order from the start prevents most delays. See the countries we cover on the jurisdictions index, browse our available shelf companies, or contact us for a checklist specific to your target country.