UK subsidiaries for UAE companies
A UK company gives a Gulf group a recognised entity for European customers and banks. The tax step up is real and worth understanding before you commit.
What changes when the parent is in the UAE
At a glance
- Corporation tax
- 25% over £250,000, 19% up to £50,000, against the UAE's 9% above AED 375,000
- Withholding tax on dividends
- None in the UK
- VAT
- 20% in the UK, against 5% in the UAE, and reclaimable by registered businesses
- Payroll
- Employer National Insurance at 15% and a compulsory workplace pension, neither of which exists in the UAE
- Audit
- Decided by the size of the whole group worldwide
Groups based in the UAE set up UK companies for reasons that are usually commercial rather than fiscal: a recognised entity European and British customers will contract with, access to UK banking, a base for the European team, and a jurisdiction whose company law and courts are familiar to international counterparties.
The tax step up from the UAE
UK corporation tax is 25% on profits over £250,000 and 19% up to £50,000, with both thresholds divided by the number of companies in the group worldwide, so most subsidiaries of established groups pay 25% from the first pound. UAE corporate tax is 9% above AED 375,000. UK VAT is 20% against 5%. Employing someone in the UK adds employer National Insurance at 15% above £5,000 of salary and a workplace pension contribution of at least 3%, neither of which has a UAE equivalent. None of that is a reason not to do it. It is a reason to model the UK operation on UK numbers rather than assuming the group's existing cost base travels.
What we watch on the set-up
Where the ownership chain runs through a free zone entity, the UK ownership register needs the individuals who ultimately control it, and banks will ask for the full chain with certified documents. That makes the bank account the long pole, which is why we start it on incorporation day. The company's own tax residence also needs attention: a UK company directed entirely from Dubai can have its residence questioned, so we set up minuted UK board decisions from the first month.
Money and people
Dividends to the UAE parent leave the UK with no withholding tax. Interest and royalties carry 20% UK tax at source unless the UK–UAE treaty reduces it and the claim has been made in advance. Buzz already acts for clients across the Gulf through its sister brand, Expat Accountants, so the personal tax position of executives moving between the two is familiar ground.
Three things we set up differently for a UAE parent
- The ownership chain, documented early. Where the shareholder is a free zone entity, the UK ownership register needs the individuals who ultimately control it, and UK banks will ask for the full chain with certified documents. This is what makes the bank account the long pole for Gulf groups, which is why we start the application on incorporation day rather than after the company is formed.
- The company's own tax residence. A UK company directed entirely from Dubai can have its UK residence questioned from either side, which creates a second return and an argument. We set up minuted UK board decisions from the first month so the position is clear on paper as well as in fact.
- The cost base does not travel. UK corporation tax is 25% for most groups against 9% above AED 375,000. VAT is 20% against 5%. Employing someone adds employer National Insurance at 15% and a compulsory pension, neither of which exists in the UAE. None of that is a reason not to do it; it is a reason to model the UK operation on UK numbers.
Why groups do it anyway
The reasons are commercial rather than fiscal: a recognised entity that European and British customers will contract with, access to UK banking, a base for the European team, and a jurisdiction whose company law and courts international counterparties already understand. Public-sector and enterprise buyers in the UK often require a UK contracting entity, and that requirement alone decides it for many groups.
Money and people
Dividends to the UAE parent leave the UK with no withholding tax. Interest and royalties carry 20% at source unless the UK–UAE treaty reduces it and the claim has been made in advance. Buzz already acts for clients across the Gulf through its sister brand Expat Accountants, so the personal tax and residence position of executives moving between the two is familiar ground rather than a research exercise.
Worked example
A composite built from the situations we handle, not a named client.
A Dubai trading group wins a contract with a UK retailer that requires a UK supplier entity. We incorporate the subsidiary and start both bank applications the same day, because the ownership chain runs through a free zone company and two individuals. A regulated payment provider opens a sterling and dirham account in eleven days; the high-street account follows in week fourteen. EORI and postponed import VAT are set up before the first shipment, and the Incoterms in the retailer's contract are checked so the UK company, not the retailer, is the importer of record.
What most groups from the UAE have us do first
Setting up a UK subsidiary
QuotedIncorporation and the registrations that follow
Incorporation, the ownership register, identity verification for each director, then corporation tax, PAYE and VAT registrations. One fee, everything a new UK company must have.
Opening a UK bank account for a foreign-owned company
QuotedSterling banking for a company owned and directed from abroad
A structure chart, source-of-funds evidence and forecasts in the form banks want, introductions to providers that take foreign-owned companies, and a route to a working account within days.
Payroll, pensions and employing staff in the UK
QuotedPAYE every payday and the workplace pension
Registration, payslips, reporting to HMRC on every payday, statutory pay, the workplace pension and the annual reporting on share awards from the parent. Priced per head.
Common questions
Will the UK company be taxed in the UAE as well?
That is a question for your UAE advisers. On the UK side, the subsidiary pays UK corporation tax on its profits and sends them up as dividends with no UK withholding tax.
Our shareholder is a free zone company. Is that a problem?
Not for incorporation. It does mean the ownership register needs the individuals at the top of the chain, and banks will want the full chain documented, so allow time for the account.
Can we run it entirely from Dubai?
Legally yes. Keep the UK board's decisions minuted as UK company decisions, or the company's UK tax residence can be challenged from either side.
Arriving from somewhere else
The United States
239 UK projects last yearIndia
93 UK projects last yearFrance
64 UK projects last yearGermany
62 UK projects last yearIreland
45 UK projects last yearThe Netherlands
39 UK projects last yearSpain
39 UK projects last yearAustralia
32 UK projects last yearCanada
32 UK projects last yearThe UAE
Covered in depthSingapore
Covered in depthGet a fixed quote
Tell us where the parent company is and what the UK operation has to do.