Client Terms & Conditions of Business

These Terms and Conditions govern the provision of services by UK Business Gateway (“we”, “us”, “our”) to the client (“you”, “your”).

By placing an order through our website or engaging our services, you agree to be bound by these Terms and Conditions.

We provide services including but not limited to:

• company formations;
• identity verification;
• anti-money laundering checks;
• PSC verification;
• registered office services;
• service address services;
• confirmation statement filing services;
• company secretarial services;
• compliance support services;
• document preparation services;
• introductions to third-party service providers.

Certain services may be provided through approved third-party providers and technology partners.

We are subject to anti-money laundering and regulatory obligations. We reserve the right to request:

• proof of identity;
• proof of address;
• source of funds information;
• source of wealth information;
• additional due diligence documentation.

We may refuse, suspend or terminate services if:

• satisfactory verification is not provided;
• information supplied is inaccurate or misleading;
• we are unable to satisfy our compliance obligations.

We will submit incorporation applications based upon information supplied by you. You are responsible for ensuring that:

• company names are appropriate;
• information supplied is accurate;
• director information is correct;
• shareholder information is correct;
• PSC information is correct.

Statutory filing fees payable to Companies House are government fees and are outside our control. Once a company incorporation application has been submitted to Companies House, the applicable Companies House fee is non-refundable, irrespective of whether:

• the application is rejected;
• the application requires amendment;
• you subsequently change your mind.

Registered Office Services are subject to successful completion of our compliance and verification procedures. We reserve the right to refuse or terminate Registered Office Services where:

• required verification documents are not supplied;
• AML checks cannot be completed satisfactorily;
• we believe the service may be used unlawfully or inappropriately.

Director service addresses are provided subject to satisfactory identity verification. Clients remain responsible for ensuring Companies House records remain accurate and up to date.

Where we provide confirmation statement filing services:

• we will prepare and submit filings using information provided by you;
• we will issue reminders before filing deadlines where reasonably practicable.

You remain solely responsible for:

• reviewing information provided;
• supplying requested information promptly;
• approving submissions where required.

Where company secretarial services are provided, our role is administrative and compliance support in nature. You remain responsible for:

• maintaining accurate company records;
• providing information requested;
• approving filings and submissions.

We shall not be responsible for missed statutory deadlines where delays result from:

• failure to provide information;
• failure to provide documentation;
• failure to respond to requests;
• incomplete instructions.

Unless expressly agreed in writing, we do not provide accountancy, tax advice or statutory accounts preparation services.

Where introductions are made to accountants or tax advisers:

• those professionals are independent third parties;
• separate terms will apply between you and those providers.

We may introduce clients to:

• banks;
• accountants;
• immigration advisers;
• solicitors;
• business consultants;
• financial service providers.

Such introductions are provided for convenience only. We do not guarantee:

• acceptance by any third party;
• account opening;
• visa approval;
• funding approval;
• commercial outcomes.

Refund eligibility depends on the service provided. The following are generally non-refundable once work has commenced:

• Companies House filing fees;
• AML checks;
• identity verification checks;
• PSC checks;
• compliance screening services;
• third-party costs incurred on your behalf.

Where a refund is approved, we reserve the right to deduct:

• government fees;
• third-party costs;
• administrative costs;
• work already completed.

Nothing in these Terms excludes liability where such exclusion would be unlawful.

Subject to applicable law:

We may suspend or terminate services immediately where:

• compliance concerns arise;
• verification requirements are not met;
• fraudulent activity is suspected;
• information supplied is false or misleading.

We process personal data in accordance with our Privacy Policy and applicable data protection legislation.

Identity verification and compliance services may involve the sharing of information with approved third-party providers.

Any complaint should be submitted in writing to:

We will investigate complaints in accordance with our complaints procedure.

These Terms and Conditions shall be governed by and interpreted in accordance with the laws of England and Wales.

The courts of England and Wales shall have exclusive jurisdiction in relation to any dispute arising under these Terms.

We reserve the right to amend these Terms and Conditions from time to time. The version published on our website at the time services are ordered shall apply.

As part of our legal, regulatory and risk management obligations, we reserve the right to refuse, decline, suspend or terminate any instruction, application or service request at our absolute discretion.

Without limitation, we may refuse to act where:

• we are unable to satisfactorily verify a client's identity;
• required AML or compliance documentation is not provided;
• sanctions, adverse media, fraud or other compliance concerns are identified;
• the client is connected to a jurisdiction that we consider to present an elevated risk;
• the proposed business activity is unlawful, misleading, unethical or outside our risk appetite;
• information provided is incomplete, inaccurate or misleading;
• continuing to act may expose us to legal, regulatory, reputational or compliance risks.

Where services are declined after third-party checks, government filings or compliance work have commenced, any costs already incurred may remain payable and may be deducted from any refund due.

The information contained on our website, marketing materials, blogs, guides, webinars, newsletters and other content is provided for general information purposes only.

Unless expressly agreed in writing:

• no legal advice is being provided;
• no tax advice is being provided;
• no accounting advice is being provided;
• no financial or investment advice is being provided.

Whilst we endeavour to ensure that information provided is accurate and up to date, we make no warranty or representation regarding its completeness, accuracy or suitability for any particular purpose. No client shall be entitled to rely upon any information provided through the website or marketing materials as a substitute for obtaining specific professional advice.

You acknowledge and agree that we may communicate with you electronically, including through:

• email;
• customer portals;
• online dashboards;
• SMS;
• secure messaging platforms;
• electronic document delivery systems.

You are responsible for:

• providing accurate contact details;
• maintaining access to those communication channels;
• regularly monitoring communications sent by us.

Any notice, request, reminder, compliance alert or communication sent electronically shall be deemed received:

We shall not be liable for any loss, delay, missed filing, missed deadline or compliance issue resulting from:

• emails being diverted to spam or junk folders;
• failure to monitor communications;
• incorrect contact details supplied by the client;
• technical issues outside our reasonable control.

Certain services provided by UK Business Gateway are ongoing annual subscription services. These may include:

• registered office services;
• service address services;
• confirmation statement filing services;
• company secretarial services;
• compliance monitoring services;
• mail handling services;
• other recurring support services.

Renewal invoices must be paid by the due date stated on the invoice. Where renewal fees are not paid, we reserve the right to:

• suspend services;
• terminate services;
• cease use of our address facilities;
• withdraw mail forwarding services;
• remove access to subscription-based services.

Where a registered office or service address service is terminated due to non-payment, the client remains responsible for ensuring that Companies House and any other relevant authorities are promptly notified of an alternative address.

The Client warrants, represents and undertakes that:

• all information supplied to UK Business Gateway is true, accurate, complete and not misleading;
• all documents provided are genuine, authentic and valid;
• all information submitted in relation to directors, shareholders, Persons with Significant Control (PSCs) and beneficial owners is accurate and complete;
• the Client has the necessary authority to provide information on behalf of any company, organisation or individual;
• the Client will promptly notify UK Business Gateway of any changes to information previously provided;
• the Client will cooperate fully with any reasonable requests for information or documentation required for compliance, regulatory or verification purposes.

Many of the services provided by UK Business Gateway involve submissions to external organisations including Companies House, HM Revenue & Customs and other government agencies. Whilst we will use reasonable care and skill in preparing and submitting applications and filings, we cannot control:

• Companies House processing times;
• Companies House system availability;
• Companies House filing requirements;
• HM Revenue & Customs processing times;
• government system outages;
• regulatory changes;
• third-party processing delays;
• application rejections resulting from factors outside our control.

Accordingly, UK Business Gateway shall not be liable for:

• delays in company incorporation;
• delays in filing confirmations or updates;
• system outages affecting submissions;
• government processing delays;
• changes in statutory filing fees;
• rejection of filings due to matters outside our reasonable control.

UK Business Gateway shall not be liable for any failure or delay in performing its obligations where such failure or delay results from circumstances beyond its reasonable control. Such circumstances may include, but are not limited to:

Where a Force Majeure event occurs, affected obligations shall be suspended for the duration of the event. UK Business Gateway shall use reasonable endeavours to minimise any disruption caused.

Where UK Business Gateway provides a Registered Office Address, Service Address or Business Correspondence Address, the Client agrees that:

• the address may only be used for lawful business purposes;
• the address may only be used for the purposes expressly authorised by UK Business Gateway;
• the address does not constitute a place of business, trading premises or operational office;
• the Client shall not represent that the address is a physical trading location unless expressly authorised;
• the Client shall not store goods, inventory, equipment or materials at the address;
• the Client shall not arrange for visitors, customers or third parties to attend the address without prior written consent;
• the Client shall not use the address in any way that could damage the reputation of UK Business Gateway or its service providers;
• the Client shall not use the address in connection with unlawful, fraudulent, misleading or prohibited activities.

UK Business Gateway reserves the right to immediately suspend or terminate address services where:

• identity verification requirements are not satisfied;
• compliance concerns arise;
• misuse of the address is suspected;
• payments are overdue;
• the Client breaches these Terms and Conditions.