Each Firms House and HMRC use the term ‘principal office’ in certain situations, for instance, when registering for VAT or organising a limited partnership. It’s worthwhile understanding exactly what it means, so we explain on this post the aim of a principal office and which forms of addresses are suitable.
When is a principal office required?
Within the UK, a principal office (PPOB) is an address where a business can receive certain official correspondence and/or where it carries out its most important trading activities. The term will not be used that always in an official capability. So, you’ll likely only be asked to supply a principal office within the situations we outline below:
1. VAT registration
Whenever you register an organization or other kind of business for VAT, HMRC will ask to your trading address or principal office. This is generally the place where you receive orders and perform the day-to-day running of your enterprise.
HMRC will register your enterprise for VAT on the address of your principal office and send all VAT-related correspondence to that location.
You will probably be required to maintain your VAT records and accounts at this address and make them available there for HMRC to examine. You must also be sure that an individual chargeable for your VAT affairs might be available on the PPOB. For instance, the business owner, company director or secretary, finance officer, etc.
No matter business structure, i.e. limited company, limited liability partnership (LLP), or limited partnership (LP), your PPOB for VAT registration is where the most important operations of the business happen. Essentially, whichever address meets HMRC’s requirements for a principal office.
Likewise, in the event you operate as an unincorporated business, like a sole trader or general partnership, your PPOB will most definitely be the most important business/trading address where you’re based. For instance, business premises like an office or shop, or a residential address in case your run your enterprise from home.
2. Establishing a limited partnership
The registered address of a limited partnership (LP) is at all times known as the principal office, as per sections 8A and 9 of the Limited Partnerships Act 1907. That is the address where Firms House and HMRC will deliver official communications to the LP.
You’ll encounter this address term in the next situations:
- Completing an application for Firms House to establish a limited partnership within the UK
- Applying for designation as a non-public fund limited partnership
- Providing Firms House with details of an ‘other registrable person’ (ORP) for a Scottish limited partnership
The principal office for a limited partnership should be a physical address and the LP’s most important office. It must even be sited at an appropriate address within the partnership’s country of incorporation:
- Limited partnership registered in England & Wales – the PPOB should be an address in England or Wales
- Scottish limited partnerships – you will need to use a Scottish address because the PPOB
- Limited partnership in Northern Ireland – the PPOB should be an address in Northern Ireland
If a limited partnership doesn’t operate from business premises, you should use a PO Box because the principal office. Nonetheless, you’ll be able to only use one in the event you include the complete physical address and postcode after the PO Box number.
See also: The professionals and cons of a business partnership
You may also use your property address because the principal office for a limited partnership. Nonetheless, we might advise against this, since the PPOB addresses of LPs are made publicly available on the Firms House register.
3. Registering an overseas company within the UK
When an overseas company wishes to establish a physical office within the UK, it must register with Firms House using form OS IN01 ‘Register a UK establishment of an overseas company’. This needs to be done inside one month of opening its UK premises.
One in all the particulars that the corporate must provide on the applying is the address of its principal office or registered office within the country where it’s incorporated (the parent country).
Nonetheless, if the PPOB is contained throughout the company’s constitutional documents that accompany its registration with Firms House, there isn’t any requirement to also enter the address on form OS IN01.
Upon registration, the corporate’s details will appear on public record. This can include its principal office or registered office.
Should the address of the PPOB or registered office change at any time whilst the corporate is working within the UK, it must notify Firms House using form OS CH02 ‘Notice by an overseas company of a change of company details, or of details not previously delivered’. This type should be filed inside 21 days of the change of address.
Difference between a principal office and a registered office
A principal office is simply required in certain situations (VAT registration), or by certain forms of organisations (limited partnerships, and overseas firms with a physical establishment within the UK).
Within the context of VAT registration, the PPOB is where the business carries out its most important activities.
A registered office, however, is an address that is simply required by incorporated businesses equivalent to limited firms, unlimited firms, and limited liability partnerships.
Such a address is:
- situated within the a part of the UK where the business is incorporated (England and Wales, Scotland, or Northern Ireland)
- recorded at Firms House because the official contact address of the incorporated business
- made publicly available on the register of firms
- where agencies equivalent to Firms House and HMRC can reliably deliver all statutory letters and documents for the eye of any person acting on behalf of the corporate
- where an organization must store its statutory registers and make them available to the general public for inspection
A registered office generally is a business address or a residential address. It might or will not be similar to an organization’s trading address and/or principal office for VAT.
Difference between a principal office and a trading address
When registering for VAT, a principal office and a trading address mean the identical thing. They each check with the address where a business operates on a day-to-day basis.
Nonetheless, some businesses have multiple trading addresses (aka business addresses), for instance, a series of stores or coffee shops. On this instance, the PPOB for VAT registration can be the most important address where centralised business activities happen.
With regard to limited partnerships, and overseas firms organising a physical office within the UK, a PPOB and trading address have different meanings:
- The PPOB is the official contact address, or head office, of the business
- The trading address is where the business physically operates from
For a limited partnership, its principal office may or will not be similar to its trading address.
Will my principal office appear on public record?
HMRC doesn’t place principal places of business on public record. This only happens with address information that’s registered at Firms House. For instance, the registered office of a limited company, the service address of an organization director, or the PPOB (registered office) of a limited partnership.
Subsequently, there isn’t any have to worry about privacy issues in the event you run your enterprise from home and want to supply a residential address because the principal office for VAT registration.
Can I take advantage of Rapid Formations Registered Office Service as a PPOB?
Unfortunately, you can’t use our Registered Office Service as a principal office to your company’s VAT registration. It’s because your enterprise will not be physically situated at our offices – and HMRC requires an address where they will inspect your VAT records, if vital.
As a substitute, you need to provide HMRC with the address where your organization’s most important business activities happen, e.g. business premises, or your residential address in the event you run your enterprise from home.
Nonetheless, our London registered office services are suitable to be used because the PPOB/registered address of a limited partnership in England & Wales.
Please note: Rapid Formations doesn’t provide address services for Scottish limited partnerships (SLPs).
When using this service, our London address is recorded at Firms House and displayed on public record as your limited partnership’s PPOB/registered address.
We also receive your entire official correspondence from Firms House and HMRC, which we scan and email to you freed from charge on the identical day we receive it.
So, there you’ve it…
We’ve explained what a principal office is and the situations where you’re most definitely to come across these terms. For instance, when registering for VAT, organising a limited partnership, or registering an overseas company within the UK.
We’ve also explained when the address of a principal office is disclosed on public record, and the way this kind of address differs from a registered office and a trading address.
If you’ve any questions on this topic, or anything related to VAT registration or organising an organization, please leave a comment below or contact our team of company formation experts.
