A certificate of incorporation is one of the most important documents for a UK company. It proves that the company has been registered with Companies House and legally exists as a corporate entity.
If you need to use a UK company abroad, a foreign authority, bank, lawyer, notary, government office or business partner may ask for the certificate of incorporation to be legalised with an apostille.
This is common when opening an overseas bank account, setting up a branch abroad, registering a UK company with a foreign authority, entering into international contracts or proving company existence for due diligence.
Companies House explains that a certificate of incorporation contains key company information, including the company name, company registration number, date of incorporation and the Registrar’s seal. It also serves as evidence that the company has been duly registered at Companies House.
What is a certificate of incorporation?
A certificate of incorporation is the official document issued when a UK limited company or other registrable company is formed.
It confirms that the company has been incorporated and registered with Companies House.
A UK certificate of incorporation usually includes:
- company name
- company registration number
- date of incorporation
- company type
- jurisdiction of registration
- Registrar’s seal or official authentication
- Companies House issuing details
The document is often requested as proof that the company legally exists.
When a certificate of incorporation is needed abroad
A certificate of incorporation may be requested for many international business purposes.
Common examples include:
- opening a foreign business bank account
- registering a UK company overseas
- setting up a branch or representative office abroad
- applying for overseas licences or permits
- entering into foreign contracts
- purchasing property through a company
- proving company ownership or structure
- satisfying due diligence checks
- appointing overseas agents or representatives
- dealing with tax authorities abroad
- taking part in tenders or public procurement
- supporting immigration or investor visa applications
- registering for VAT, tax or social security overseas
Foreign organisations often cannot verify UK company records directly, so they may ask for an apostilled certificate of incorporation.
What is a certificate of incorporation apostille?
A certificate of incorporation apostille is the legalisation of the UK company document for use overseas.
The apostille confirms the recognised signature, stamp or seal on the certificate or on a certified copy of it. It does not confirm that the company is trading, solvent, tax compliant or in good standing unless those facts are included in the document being legalised.
The UK Legalisation Office checks whether the signature, stamp or seal on a UK document is genuine and legalises the document by attaching an apostille.
Does a certificate of incorporation need apostille?
A certificate of incorporation needs apostille if the overseas authority asks for a legalised UK company document.
This is often required by:
- foreign banks
- company registries abroad
- embassies and consulates
- overseas lawyers
- notaries abroad
- tax offices
- procurement departments
- immigration authorities
- real estate professionals
- business partners carrying out due diligence
Not every overseas process requires apostille, but many official or regulated procedures do.
Companies House certified documents
For overseas use, a Companies House certified document may be stronger than an ordinary download from the Companies House register.
Companies House says you can order a company certificate with certified facts or a certified copy of a document held on the register. Orders can be placed through the Find and update company information service or by contacting Companies House.
This is useful because a certified Companies House document may contain official certification that can be legalised for overseas use.
Downloaded certificate vs certified copy
A downloaded document from the Companies House website may be useful for general reference, but it is not always accepted for apostille or overseas legal procedures.
Foreign authorities may ask for:
- original certificate of incorporation
- Companies House certified certificate
- certified copy from Companies House
- solicitor-certified copy
- notary-certified company document
- apostilled Companies House certificate
- certificate of good standing
- company certificate with additional facts
A downloaded PDF may need certification before it can be apostilled, depending on the format and the receiving authority’s requirements.
Certificate of incorporation vs certificate of good standing
A certificate of incorporation proves that the company was formed and registered.
A certificate of good standing, or a company certificate with certified facts, may provide additional current information about the company. This can include details such as company name, registration number, registered office, directors or confirmation that the company has not been dissolved, depending on what is ordered.
Companies House allows company certificates to include additional certified facts, depending on what is requested.
If an overseas bank or authority asks for proof that the company currently exists or is in good standing, a simple certificate of incorporation may not be enough.
When a company certificate with additional facts may be better
A company certificate with additional facts may be useful when the overseas authority needs more than evidence of incorporation.
It may be needed to confirm:
- current company name
- company registration number
- registered office
- directors
- secretary, if appointed
- company status
- date of incorporation
- issued share capital, where relevant
- good standing or non-dissolution details
Before ordering an apostille, check whether the recipient wants only the certificate of incorporation or a more detailed Companies House certificate.
Can a certificate of incorporation be apostilled directly?
A Companies House certified certificate can often be submitted for apostille because it includes official certification that the FCDO can verify.
However, an ordinary copy, scan or downloaded document may need solicitor or notary certification before apostille.
The correct route depends on:
- the format of the document
- whether it was certified by Companies House
- whether it has a verifiable signature, stamp or seal
- whether the overseas authority accepts certified copies
- whether embassy attestation is required after apostille
- whether a paper apostille or e-Apostille is suitable
Solicitor certification for company documents
Solicitor certification may be required if you are using a copy, download or PDF rather than a Companies House certified document.
A solicitor can certify a copy or company document so the FCDO can legalise the solicitor’s signature.
This may be suitable for:
- downloaded Companies House documents
- company documents printed from online records
- copies of incorporation certificates
- board resolutions
- director certificates
- shareholder documents
- company letters
- proof of registered office
- supporting company packs
If the certification wording is wrong, the apostille may be rejected or the overseas authority may refuse the document.
Notary certification for international company use
Some overseas authorities prefer or require notary certification rather than solicitor certification.
A notary may be needed for:
- powers of attorney
- company authorisations
- board resolutions
- foreign property transactions
- overseas litigation
- documents for civil law jurisdictions
- embassy attestation cases
- documents requiring formal notarial certificates
If the destination country asks for a “notarised and apostilled” certificate of incorporation, solicitor certification may not be enough.
e-Apostille for company documents
Some company documents may be suitable for e-Apostille if they are prepared digitally and the receiving authority accepts electronic documents.
This can be useful for overseas banks, online company registration, corporate compliance or digital submission portals.
However, e-Apostille is not always suitable. A paper apostille may be safer if:
- the document must be physically submitted
- embassy attestation is required
- the recipient does not accept PDFs
- the document is needed for court, property or notarial use abroad
- the authority specifically asks for a paper apostille
Always check the recipient’s requirements before choosing e-Apostille.
Embassy attestation after apostille
If the company document is going to a country that accepts apostilles, the FCDO apostille may be enough.
If the country does not accept apostille alone, the document may need embassy or consular legalisation after the apostille.
This is common for some overseas business procedures in non-Hague countries.
The process may involve:
- Companies House certification, solicitor certification or notary certification
- FCDO apostille
- embassy or consular legalisation
- local ministry stamping in the destination country, if required
- certified translation, where required
Translation requirements
If the certificate of incorporation is being used in a non-English-speaking country, a certified translation may be required.
The correct order depends on the receiving authority. Some authorities want the UK company document apostilled first and then translated. Others may require the translation itself to be certified, sworn, notarised or legalised.
Before arranging translation, check whether the recipient needs:
- apostilled certificate of incorporation
- certified translation
- sworn translation
- apostilled translation
- embassy-attested translation
- translation completed in the destination country
- translation of the apostille itself
Common mistakes to avoid
Common mistakes include:
- using a downloaded Companies House document when a certified certificate is required
- apostilling the certificate of incorporation when the authority needs a certificate of good standing
- assuming a company download can be apostilled directly
- using solicitor certification when notary certification is requested
- forgetting embassy attestation for non-Hague countries
- choosing e-Apostille when the recipient needs paper documents
- translating the document in the wrong order
- using an outdated company document
- not checking whether additional company facts are required
- leaving no time for Companies House ordering, apostille and courier delivery
These mistakes can delay bank onboarding, company registration, due diligence or overseas transactions.
How to prepare a certificate of incorporation for overseas use
The process usually works as follows.
1. check the recipient’s wording
Confirm whether they need a certificate of incorporation, company certificate, certificate of good standing or another Companies House document.
2. order the correct Companies House document
If required, order a certified certificate or certified copy from Companies House.
3. check whether certification is needed
If using a copy, download or company document, check whether solicitor or notary certification is required.
4. submit for FCDO apostille
Once the document is suitable, submit it for apostille legalisation.
5. arrange embassy attestation if required
If the destination country requires further legalisation, submit the apostilled document to the relevant embassy or consulate.
6. arrange translation if needed
If the document will be used in a non-English-speaking country, arrange translation in the correct order.
How we can help
We can help prepare and legalise certificates of incorporation and other Companies House documents for overseas use.
Our service can include checking what the overseas authority has requested, advising whether a Companies House certified document is needed, arranging solicitor or notary certification, submitting the document for FCDO apostille, advising on e-Apostille or paper apostille, arranging embassy attestation and helping with certified translation.
If you are unsure whether your overseas authority needs a certificate of incorporation, certificate of good standing or company certificate with additional facts, send us their instructions. We can help confirm the correct document before you order or legalise it.