Thinking about bringing your business to the UK? Whether you’re relocating from abroad or setting up a local branch, this blog breaks down your options to help you get started. You might also find our article about claiming tax relief useful if you’re planning to import any assets your business currently owns overseas.
What are my options for moving a company to the UK?
If you’re shifting an existing company to the UK you could:
- Set up a subsidiary company in the UK
- Register a UK branch
- Incorporate a UK company (dissolving the old one)
Unfortunately, the UK doesn’t yet offer re-domiciliation, which allows a company to move its place of incorporation from one country to another while keeping its legal identity. There are plans to introduce this in the UK, but for now we’ll discuss how you can move your company under the current rules.
Setting up a UK subsidiary company
Setting up a subsidiary company is where you create a new UK company owned by your existing overseas business, making it the ‘parent company’.
The subsidiary is a separate legal entity to the parent. It trades in the UK and has its own tax and reporting duties, but it’s your overseas company that controls it.
Things to consider about setting up a UK subsidiary
This can often be a good option to minimise risk. For example, if a subsidiary were to be sued, the parent company wouldn’t bear the liability. The potential benefits to setting up a subsidiary include:
- Setting it up is straightforward
- You can trade immediately
- You can use the same company name as your parent company
Register a UK establishment (branch)
Setting up a UK branch of an existing business which already trades overseas is a little different to creating a subsidiary company, because it isn’t a separate legal entity to your business. It’s just your existing company extending itself to the UK.
This means the parent company is responsible for any debts or liabilities of the UK branch, and branches can use profits from the parent company to offset any losses.
To have a UK branch you need to register with Companies House within 1 month of opening and:
- File form OS IN01
- Pay the fee
- Provide certified copies of your company’s founding documents and latest accounts (along with certified translations if these are not in English)
UK subsidiary company vs UK branch
Many companies will be confused about which one to go with, so we’ve prepared a quick comparison table of the two.
| UK Subsidiary | UK Branch | |
| Registration | Incorporate a new UK company with its own registration number. | Register as an ‘Overseas Company with a UK Establishment’ at Companies House. |
| Closure | Closure requires formal liquidation or strike-off process. | Easy to close or withdraw. |
| Reporting | Must file full UK statutory accounts. Might also be required to prepare audited accounts depending on income. | Must file branch accounts (a UK-adapted version of parent’s accounts). |
| Compliance | Subject to UK company law. | Only local reporting required. |
| Liability | A separate UK legal entity, so liability is limited to the subsidiary’s assets, protecting the parent company. | An extension of the overseas (parent) company – not a separate legal entity. Parent company is fully liable for all UK branch debts and obligations. |
| Tax | As a separate entity it pays UK Corporation Tax only on its own profits. Losses stay within the subsidiary and can’t be offset against parent’s profits, but profits can be distributed to the parent. | Any profits and losses are considered to be part of the parent company’s, and might be subject to UK tax. |
| Credibility | Seen as a UK company which can seem more credible for contracts, funding, and local business | May be seen as a ‘foreign presence’; may be less trusted by some UK clients or lenders |
| Employment | Employees work for a UK employer (subsidiary) | Employees technically work for the parent company’s branch |
Incorporate a UK company and transfer your business
If you plan to move all your business entirely to the UK, then you might decide to incorporate a brand new UK company, notify the company registrar in its current country, and then transfer everything across. You’ll need to:
- Register your company with Companies House
- Transferring your assets over from your overseas company to your new UK one
- Closing your original company
This can be quite complex to do, but it can be worthwhile if you’re moving to the UK permanently. Make sure you speak to an accountant first for more guidance!
Can I just sell on a UK marketplace instead?
Yes – if your business involves selling online, you can use marketplaces (like eBay and Etsy), or you can launch a UK-focused website (for example with a .co.uk domain). But it is important to understand fees, and whether you’ll pay UK taxes (and how much) before you go full steam ahead.
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