This is our most popular package with UK residents, and includes: Submission of applications that details company's executive officers (£1,000 authorised shared capital, a minimum of one share may be issued) Holding company formation is usually achieved within 6-8 workday hours (Companies House permitting) Payment of UK legal and initiation fees The appointment of your own candidates as directors and secretary (a minimum of two people are required) The following documents will be e-mailed to you (Note: these documents are to be printed and signed): Electronic Certificate of Incorporation (PDF) Electronic Memorandum & Articles of Association (MS Word) Minutes of the First Meeting of Directors (MS Word) Share Certificates and company Register
Economy Package
£ 102.00
Renewal fees from £50.00
This is our most popular package with EU residents, and includes: Submission of applications that details company's executive officers (£1,000 authorised shared capital, a minimum of one share may be issued) Holding company registration is usually achieved within 6-8 workday hours (Companies House permitting) Payment of UK legal and initiation fees The appointment of your own candidates as directors and secretary (a minimum of two people are required) A registered office address for 12 months, provided by Coddan An application form for the following year's renewal of the Registered Office Address service (£50.00) Annual Return and Annual Account reminder The following documents will be e-mailed to you (Note: these documents are to be printed and signed): Electronic Certificate of Incorporation (PDF) Electronic Memorandum & Articles of Association (MS Word) Minutes of the First Meeting of Directors (MS Word) Share Certificates and company Register
Premier Package
£ 151.95
Renewal fees from £99.95
This is our most popular package with small business, and includes: Submission of applications that details company's executive director (£1,000 authorised shared capital, a minimum of one share may be issued) Holding company incorporation is usually achieved within 6-8 workday hours (Companies House permitting) Payment of UK legal and initiation fees Applicant appointment of director for company (appointed electronically) A registered office address for 12 months, provided by Coddan An application form for the following year's renewal of the Registered Office Address service (£50.00) Nominee company secretarial service for 12 months (next year - £49.95) Annual Return and Annual Account reminder The following documents will be posted to you (these documents will be sent via Royal Mail): The original laminated Certificate of Incorporation A bound copy of the Memorandum and Articles of Association The Minutes of the First Directors' Meeting Two printed share certificates and Company Register
Deluxe Package
£ 276.95
Renewal fees from £224.95
This is our most popular package with overseas residents, and includes: £1,000 authorised shared capital, a minimum of one share may be issued Holding company registration online in UK 6-8 workday hours Payment of UK legal and initiation fees A registered office address for 12 months, provided by Coddan Renewal application of following year's fees of Registered Address Company secretarial service for 12 months Coddan provides a company nominee director service for 1 year The name of the nominee director & secretary will appear as a public record Annual Return and Annual Account reminder The following two hard bound copies of corporate documents will be posted to you (Note: these documents are sent to you through Royal Mail Service, and are to be completed upon arrival): The original laminated Certificate of Incorporation A bound copy of the Memorandum and Articles of Association The Minutes of the First Directors' Meeting Two printed share certificates and Company Register A pre-signed, undated letter of resignation from the nominee director A General Power of Attorney signed by nominee director An indemnity Letter for General Power of Attorney A nominee service agreement which provides for the indemnification of the nominees
Business Start-Up: Legal Requirements
Holding Company subscribers may be residents outside the UK. You must appoint a minimum of 1 Director. There is no maximum number of Directors. Directors can be corporate bodies or private individuals. A Director can be of any nationality. Directors need not be formally trained. All companies must appoint a company Secretary. Secretaries can be corporate bodies or private individuals. A Secretary can be of any nationality. If there is only ONE Director he or she CANNOT also be the Secretary. A U.K. company must have a minimum of one shareholder who may be a corporate body or an individual. There is no maximum and no minimum share capital. No restrictions on meeting locations. There must be a minimum of one share in issue. The maximum is determined by the share capital as specified. The company is required to have a registered office in the UK.
HOW TO INCORPORATE A HOLDING COMPANY? MUTUAL HOLDING COMPANY FORMATION & UK FINANCIAL HOLDING COMPANY INCORPORATION:
Definition holding company: Holding Company is a company that usually confines its activities to owning stock in and supervising management of other companies. A holding company usually owns a controlling interest in the companies whose stock it holds.
The UK government has introduced a corporation Tax Exemption for the capital gains of companies with substantial shareholdings in other companies. The legislation sets up the UK as a major international holding company location, and is likely to draw business away from the Danish and Benelux international holding company regimes.
Coddan offers electronic holdings company formation and electronic filing of documents. We also offer nominee secretary and registered office facilities in addition to companies incorporation. We will register a new company with your intended directors, company secretary, registered office and shareholders all in place and recorded at Companies House at the time of registration, although we can of course still use our nominees for incorporation purposes if you prefer. We complete all the minutes, statutory registers and official documents on your behalf, and ensure that all necessary forms and resolutions are correctly filed with the Registrar of Companies. Finding and Using Information on This Page:Holding Entities: What is a Holding Company? | The UK as an International Holding Companies Location | Online UK Holding Company Formation | The Renewal of Annual Services | Bank Introduction Services |
Our Service
We offer electronic holding companies filing & holding entities formation services. When first setting up a business there are many issues to consider, not least what whether to register as a company or not. Starting and managing a business takes motivation, desire and talent. It also takes research and planning. Like a chess game, success in small business starts with decisive and correct opening moves. And, although initial mistakes are not fatal, it takes skill, discipline and hard work to regain the advantage. Coddan is one of the foremost and most economical providers of English, Scottish and Irish holding companies formation &: companies registration services. We offer you starting a business in England & Wales Scotland and Northern Ireland. We incorporate over 95% of our companies within 4-8 hours. Electronic submission of information means that we can start-up a company with the required director, secretary and registered office address. Our electronic filing software has been approved by Companies House (Companies House (Companies Registry, Secretary of State) is an Executive Agency of the United Kingdom Government Department of Trade and Industry (DTI)).
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Holding companies exist for legal, commercial and tax reasons. For years it was accepted that the alternatives were either the Luxembourg company established under the 1929 legislation or the Netherlands company enjoying the participation exemption. However, during the last decade various European countries have introduced holding company regimes and many multinationals now face the problem of selecting the right jurisdiction in which to establish their holding company.
An international group requires three things from a holding company. First, the holding company must be able to take dividends out of the operating company free of withholding tax or at a lower rate of withholding tax by virtue of a tax treaty or under the EU Parent/Subsidiary Directive, and to dispose of its investment in the operating company without any liability to capital gains tax or its equivalent in the operating country.
Second, some provisions in the domestic laws of the holding company jurisdiction should wholly or largely exempt such dividends and capital gains from local tax.
Third, the international group should have the ability to take dividends out of the holding company without giving rise to any charge to tax in the holding company jurisdiction. Additional tax considerations may include the existence of a controlled foreign company (CFC) rules, thin capitalization and the ability to obtain interest deduction in full, corporate and local tax rates in respect of other income and any other taxes, for example, capital gains tax and stamp duty. Compare Prices of Various Forms of UK Companies:All Inclusive UK Holding Company Formation? I Want to Check Your Packages & Costs
If you are incorporating a holding company or company limited by guarantee, wish to register company limited by shares or need to form or apply to set-up a public company, or if you wish to buy a ready-made (of-the-shelf) company - Coddan can help. Once you have decided on which business entity to incorporate, simply take a few moments to fill out our online order form.
We will then draft and file your formation documents with the Companies House to register your business as a Private Limited Company, Non-Profit (or Guarantee Company), Flat Management Company, Public Limited Company, Branch or Subsidiary Company. If you have any questions about the companies or partnerships incorporation then please E-Mail or call us: 0800 081 1510 or +44 (0) 207 637 3881, fax: +44 20 7681 3318.
Important Note: The formation of limited companies can take 4-8 hours if applications and payment are received before 11:00 AM London-time and Companies House permitting* (Companies House then aim to respond to electronically filed documents within 4-8 working hours. Although this is not always possible, it does generally mean that if you placed an order before midday on a normal working day we can have your company registered by the end of that same day.
Most Holding companies are incorporated within 24 hours of application although there may be occasions where the process can take longer due to circumstances beyond our control) - from only £52.00 - full documents, no activation fees, your own officers, free phone help and advice online (various packages available).
For our overseas clients, we are able to obtain Certificates of Good Standing and Apostille services at competitive prices. We also provide many additional services which can be ordered using our online order form. If it is essential that you have a company today, formed with the name in which you intend to trade, then you must request a "Same Day Company". Orders must be placed before 13:30 pm, Monday to Friday. You May Use This Form to Register a New UK Holding Company: Click Here if You Want to Incorporate a UK Holding Company Online
Live Help: Live Help is a real time "chat" feature which enables you to interact with a customer service representative without a phone call. Get answers to your questions while using our website. Clicking the "Live Help" button will start an on-line session with one of our representatives. Live Help is currently available during normal business hours. Outside of the above opening hours, our business center will be closed. When you click on the button, you will see an e-mail form that will allow you to send us a mail with your questions. Live Help is free! There are no hidden fees. We offer the service as a courtesy to our website visitors.
General Advantages of UK Private Limited Companies:
1. Liability is, in the vast majority of cases, strictly limited to the investments made by the shareholders. 2. Company Officers are not personally liable for their actions unless there is a clear and serious breach of their fiduciary duty. 3. Limited companies often benefit from greater prestige than their sole proprietorship or partnership counterparts. The reason is because such an enterprise normally requires more planning and thus is deemed more credible. 4. Limited companies often benefit from significant tax advantages. In fact, many countries around the world give exclusive tax incentives to this type of entity. 5. The rights of shareholders are normally clearly defined and protected. 6. Corporate taxes only become payable after the end of the financial year. This means money that would otherwise be taxed on a monthly or quarterly basis, is available to earn further interest before the final payment of tax. 7. You need only appoint one Director and one Shareholder. 8. Directors can be corporate bodies or private individuals. 9. A Director can be of any nationality. 10. All companies must appoint a company Secretary who can be of any nationality.
Dear visitors, while having a chat session with a customer, we are frequently requested to give a piece of advice on tax planning or business structuring. We would like to inform you that it is against our principles to provide online advice pertaining to these issues. The points that may be covered during a session include service description, package or service price, navigation at our website, ways of making an order, methods of payment etc. Yet, if you wish us to provide you with advice on tax or business structuring, you should be aware that this service is chargeable.
We accept phone orders during normal business hours. Credit cards are the preferred method of payment; we accept VISA, MasterCard and Delta. We can accept payment in UK Pounds Sterling, US Dollars, Euros, Australian Dollars and Canadian Dollars. If you call and receive voicemail, just leave your name and number, as clearly and as possible, and we will call you back as soon as possible.
Monday - Friday: 9:30am to 17:30pm Saturday: (offices are closed) Sunday: (offices are closed) Holidays: (offices are closed on all recognized UK holidays).
Money and Payment Policy: Coddan accepts all major currencies. We accept Visa, Visa Electron, Visa Purchasing, JCB, MasterCard, Solo, Switch and Delta. We do NOT charge "surcharges" for credit card transactions. If you do not feel comfortable transmitting your credit card number and other information on the Internet, we suggest you place an order online, choose "Credit Card via Phone" as the payment method, and then phone in to give us your credit card number over the phone. We will charge your credit card manually. Pre-payment with cashier's check or money order is accepted. We accept wire-transfer from anywhere. After you place your order, details about the wire-transfer process will be e-mailed to you on the second e-mail notification. If you missed that e-mail, please call our toll-free number that is given on the order confirmation.
HOLDING ENTITIES. WHAT IS A HOLDING COMPANY?
Holding companies as companies the purpose of which consists exclusively or primly in the administration of assets or in participation in or the permanent administration of interest in other enterprises.
Can a foreign-resident and domiciled person use the services of a UK trustee tax efficiently? There are three taxes to consider here: income tax, capital gains tax and inheritance tax. For income tax purposes, a foreign resident and domiciled settlor may retain the services of a UK-resident trustee without creating any adverse income tax consequences so long as there is at least one non-UK resident co-trustee.
For capital gains tax purposes, the basic rule is that if all or a majority of the trustees of a trust are resident outside the United Kingdom, and the general administration of the trust is carried on outside the United Kingdom, the trustees will not be within the charge to capital gains tax. However, a UK-resident professional trustee of a trust which only contains settled property from a foreign resident and domiciled person will be treated as non-UK resident for the purposes of that trust. In such a case, where the trustees or a majority of them are or are treated - in relation to that trust - as not resident in the United Kingdom, the general administration of the trust will also be treated as not carried on in the United Kingdom.
So, accordingly, a foreign resident and domiciled settlor may retain the services of a UK-resident trustee, so long as there is at least one other trustee who is non-UK resident (the income tax requirement) and the UK-resident trustee is a professional trustee (the capital gains tax requirement), without creating any adverse income tax or capital gains tax consequences. For inheritance tax, the residence of trustees is not a relevant factor.
Can a UK-incorporated company be non-resident? Prior to the enactment of s.66 Finance Act 1988, it was perfectly possible for a company incorporated under the laws of one of the constituent countries of the United Kingdom to be non-UK resident. All one needed to do was ensure that the company's central management and control was at all relevant times exercised outside the United Kingdom. SECTION 66 REMOVED THIS FLEXIBILITY.
It provided that, subject to certain grand-fathering and transitional rules, a company which was incorporated in the United Kingdom would thenceforth be regarded for all UK tax purposes as resident in the United Kingdom, irrespective of where its central management and control was exercised. Where, however, a company is regarded for the purposes of any double taxation agreement as resident elsewhere, it is treated as non-resident for domestic purposes. Examples of UK tax treaties commonly used to take advantage of this provision are those with Barbados, Cyprus, Mauritius and Switzerland.
Is a UK-incorporated company an appropriate international group holding vehicle? A UK-incorporated company is in principle within the charge to corporation tax on its worldwide income and capital gains. However, if a UK-incorporated holding company holds only shares in subsidiary companies and all of those subsidiary companies are trading companies, the new "substantial shareholder" exemption from corporation tax may exempt a capital gain arising on a disposal of some or all of the shares in those companies.
UK Holding Companies from only £52.00! All Inclusive Company Registration. Each limited company package includes all statutory paperwork and is fully compliant with company law. All our private UK companies are general trading companies and can be used to conduct any type of business. A Certificate of Incorporation, and the Memorandum and Articles of Association of your company will be sent to you upon formation of your company. You can appoint your own directors and secretary BEFORE company incorporation. This is absolutely FREE. Our 4-8 hour online incorporation service enables you to register your company quickly and effortlessly. All government and filing fees are included in the cost of our E-Quick pack. All certificates and documents will be sent directly to you via email immediately following the formation of your company. It will take just 5 minutes to complete the online registration form, then your company could be up and running within 4-8 working hours.
THE E-QUICK PACKAGE CAN BE UPGRADED WITH ANY OF THE FOLLOWING FEATURES:
1. Company Pliers Seal - £20.00. 2. Laminated Hard-copy of the Certificate of Incorporation - £5.95. 3. Laminated Hard-copy of the Certificate of Incorporation, Bound Copies of the Memorandum & Articles, and Combined Company Register - £12.95. 4. Domain Name Registration for two years - £16.00. 3. Provision of a Registered Office Address for 12 months - £50.00. 4. Provision of a Nominee Company Secretary for 12 months - £49.95. 7. Certificate of Good Standing - £35.00. 8. Notarisation & Apostille of Documents.
A UK-incorporated holding company will own a "substantial shareholding" in another company, i.e. the investee company, if it owns shares by virtue of which: it owns not less than 10% of the investee company's ordinary share capital; it is beneficially entitled to not less than 10% of the profits of the investee company available for distribution to equity holders of the investee company; and it would be beneficially entitled on a winding up of the investee company to not less than 10% of the assets of the investee company available for distribution to equity holders.
The UK-incorporated holding company must have owned the shareholding for a certain period of time before the disposal in order to qualify for the exemption. In short, in the two years prior to disposal, the UK-incorporated holding company must be able to show a continuous period of ownership of at least twelve months. Finally, the UK-incorporated holding company, in addition to having owned a substantial shareholding throughout the requisite continuous twelve-month period, must be either a sole trading company (and obviously where it is a pure holding company it will not be) or a member of a trading group, both throughout the requisite period of pre-disposal ownership and - crucially - immediately after the time of disposal.
In terms of the investee company, it must have been a trading company, a holding company of a trading group or a holding company of a trading sub-group throughout the period beginning with the start of the UK-incorporated holding company's requisite continuous twelve-month ownership period and ending with the time of disposal, and immediately after the time of disposal. It is also worth remembering that any non-UK resident subsidiary company of a UK-incorporated holding company will be a controlled foreign company and, therefore, the controlled foreign company regime will need to be considered.
The UK holding company of overseas subsidiary companies already performs creditably as an international holding company. Consider the following: the United Kingdom has the widest network of double tax treaties in the world, and is also a signatory to the EU Parent / Subsidiary Directive. Given the quality and extent of the UK's tax treaty network, it is arguably the best performer in the important discipline of extracting overseas dividends at the minimum tax cost. Whilst the United Kingdom offers no exemption from UK corporation tax on foreign income dividends, it grants double tax relief by way of a credit for foreign corporation tax underlying the dividends provided that the company holds, directly or indirectly, at least 10% of the share capital of the company from whom the tax credit is claimed.
Where the underlying foreign corporate tax rate is 30% or more, then the credit will normally be a complete relief from UK corporation tax - and therefore as good as an exemption. It is significant that the UK has lower rates of corporation tax than most other industrial nations. The UK is remarkable in not imposing any withholding tax on dividends distributed by UK companies to UK non-resident shareholders. It therefore outperforms the other leading holding company locations in this regard.
The United Kingdom has always had substantial non-tax attractions as a location for the holding company of an international group. The Headline corporate tax rate is the lowest of the major economies and generous interest relief provisions reduce taxable profits and make the effective tax rate even lower. The UK has an extremely extensive network of double tax agreements. Unlike many of its European counterparts, the UK does not have capital duty on share subscriptions and there is no withholding tax on dividends paid by United Kingdom companies, irrespective of the residence of the shareholder.
Legislation exempting capital gains on the disposal of substantial shareholdings took effect 1 April 2002 in advance of the publication of the 2002 Finance Bill which will enact the legislation retrospectively. This participation exemption is a major development and one which makes the UK even more attractive. For many years the business community has argued for the introduction of a "participation exemption" on capital gains and dividends to bring it in line with a number of other European jurisdictions in particular the Netherlands. The new legislation meets these demands whilst setting out certain conditions and anti-abuse provisions and effectively sets the UK ahead of its competitors in respect of its holding company facility.
For capital gains exemption the investing company must have held a substantial shareholding in the company invested in for a period of twelve months within the two years prior to the disposal. It is not therefore necessary for the investing company to have a substantial shareholding at the time of the disposal to qualify. A substantial shareholding is at least 10% of the ordinary share capital of the company invested in and 10% of the rights to profits available for distribution and assets on a winding up.
The investing company must be either a sole trading company or a member of a trading group throughout the period beginning with the start of the last twelve month period in which the substantial shareholding requirements was met, and ending at the time of disposal and also immediately after the disposal.
"Trading" in this sense extends to preparing to carry out a trade or to acquiring a significant interest in the share capital of another trading company or holding company of a trading group (subject to the proviso that the interest acquired is not already a member of the acquiring company's group).
The investing company must be a "qualifying trading company" or a "qualifying holding company" throughout the period beginning with the start of the last twelve month period in which the substantial shareholding condition is met and ending at the time of the disposal and also immediately after the disposal. The definition of a "qualifying trading company" is one which does not carry on to any substantial extent non-trading activities such as holding intellectual property and ownership of land or assets as investments. A "qualifying holding company" is one which together with its 51% subsidiaries does not carry on to any substantial extent non-trading activities.
Whilst the legislation marks the UK out further as an attractive jurisdiction for holding company purposes it is important to remember that exemption applies only where the conditions set out in the legislation are met. The investing company must be a trading company immediately after the disposal. If as a consequence of a disposal, a company ceases to be a trading company or the holding company of a trading group because its non-trading activities comprise more than 20% of its activities, the gains will not be exempt.
United Kingdom owned groups have frequently used intermediate holding companies to hold shares in overseas trading companies. This has been done for a variety of reasons including getting the best mix of tax rates. With the advent of the new legislation the need for such intermediate holdi
UK Company with Bearer Shares
Holding Entities: United Kingdom
£ 52.00
This is our most popular package with UK residents, and includes:
Submission of applications that details company's executive officers (£1,000 authorised shared capital, a minimum of one share may be issued)
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