Setting up in the UK from abroad

UK company set-up and management services for businesses based overseas

A licensed UK accountancy practice. We incorporate the company, register it for every UK tax, open the banking, run the payroll, and file everything Companies House and HMRC require from then on.

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Where the parent company is, and what the UK operation has to do.

Roughly thirty filing dates a year

That is what a trading subsidiary carries between Companies House and HMRC. The penalties behind them are automatic and charged without a reminder, and a confirmation statement left long enough can have the company struck off the register.

See how it works

The order the work happens in

The slow steps are the bank account and director verification. Both can run alongside everything else.

All eleven steps

Decide and incorporate

  • Check for an existing UK taxable presence
  • Subsidiary or branch
  • Verify the directors' identities
  • Incorporate, and set the year end to match the group's

Register and open

  • Start both bank applications the same day
  • Corporation tax, PAYE and VAT
  • Intercompany agreements in writing
  • Payroll, pension and insurance before the first hire

Run and report

  • Bookkeeping closed monthly, intercompany agreed
  • VAT quarterly, payroll every payday
  • Accounts, corporation tax and the confirmation statement
  • Profits home, or the company closed cleanly

Subsidiary or branch

They differ on liability, on what goes onto the public register, and on where early losses can be used.

Answer six questions
Subsidiary
Branch
Legal identity
A separate UK company
Your existing company, operating here
If something goes wrong
Exposure limited to the UK company
The parent is directly liable
On the public register
The UK company's accounts only
The parent's constitution and usually its accounts
Set-up
Incorporated in a day
Weeks, with certified and translated documents
Early losses
Stay in the UK company
Often usable against the parent's profits at home
UK customers
Contract with a UK company
Contract with your overseas entity

Before either: whether to use an employer of record instead of an entity at all.

Common questions

Do we need a UK-resident director?

No. UK company law has no residence requirement for directors of a private company. Some banks want a UK-resident signatory, and a UK-resident director makes the company's UK management position easier to evidence, so it is a consideration rather than a requirement.

How long does the whole thing take?

The company is incorporated in about 24 hours once the directors have verified their identity. VAT and PAYE references take a few weeks. The bank account is the variable: days with a regulated payment provider, four to twelve weeks with a high-street bank. Groups that start the bank application on incorporation day are trading within a month.

Should we set up a subsidiary or a branch?

A subsidiary in most cases, because a branch gives no separation of liability and usually puts the parent's own accounts on the UK public register. The real argument for a branch is that early losses can often be used against the parent's profits at home. There is a checker and a full guide for this.

What will the corporation tax rate be?

Assume 25%. The 19% small profits rate exists, but both thresholds are divided by the number of companies your group controls worldwide, so a subsidiary of an established group very rarely gets it.

Will the UK subsidiary need an audit?

It depends on the size of the whole group, not the UK company. If the worldwide group is above two of £15m turnover, £7.5m balance sheet and 50 employees, then yes, even if the UK company is tiny. We establish this at set-up, because the auditor must be appointed before the year end.

Can you take on a company we already set up?

Yes, which is common. The usual tidy-up is the ownership register, tax registrations that were never done and a year end that does not match the group's. It is quoted as one job.

Is there UK tax on sending profits to the parent?

Not on dividends. The UK charges no withholding tax on dividends to a parent in any country. Interest and royalties have 20% deducted at source unless the treaty rate is claimed in advance.

What does it cost?

Every job is quoted as a fixed fee in writing before anything starts, covering the set-up and the first year's running costs.

Get a fixed quote

Tell us where the parent company is and what the UK operation has to do.

Peter Allen
Peter Allen
Co-founder — answers these himself

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