Welcome to

Whatsapp UK : 0044 7985350960

International : 0023052515304

UK Incorporation

Call us: 0207 9390405

Banner Image


UK Holding Companies

Companies may own one or more other companies which are its subsidiaries. The relationship between parent and subsidiary depends on majority control of the voting rights of shares or the ability to control the board of directors. A UK holding company is a company established for the sole or majority purpose of holding shares in the Groups subsidiary companies incorporated in countries in which the Group is engaged in business activities. The holding company will receive the dividends paid by those subsidiaries and use them to declare a dividend to the ultimate parent. GR MORGAN FORMATIONS can assist you in forming your UK holding Companies. Below is our comprehensive package:

UK Holding

  • Registration of your company with companies house

From £ 75


Some European jurisdictions provide very good tax incentive for incorporating in their country. The United Kingdom is a commonly used jurisdiction for the incorporation of a holding company. Some of the features which make it attractive are:

  • One of the largest networks (over 100) of double taxation treaties
  • EU member
  • Reputable jurisdiction with excellent business infrastructure
  • No restrictions on the movement of capital

Conditions for Incorporation of a Holding Company in the UK

In any country in which a holding company can be incorporated, there are various conditions which must be met, some of the main requirements are:

  • The holding company must hold at least 10% of the ordinary share capital of the subsidiary for a continuous period of at least 12 months
  • The holding company must be a trading company or a holding company of a trading group
  • The subsidiary must be a trading company or the holding company of a trading group

It must be noted that according to legislation:

  • There is a very broad definition of what constitutes trade and it includes almost every type of activity carried on with a view to profit. However in general, financial companies do not qualify.

Key Facts about UK Holding company:

Legal Form: A UK holding company can be incorporated either as a private limited company (Ltd) or a public limited company (Plc).

Share Capital: The minimum share capital for incorporation of a UK company is 50.000 for a public limited company(PLC) of which at least 25% must be paid up, but no minimum is applied to a private limited company.(Limited Company)

Taxation: A UK company is fully subject to tax at the corresponding corporation tax rate. No capital duty is levied when capital is contributed at the formation of a resident company and on any increase in its capital. Corporation tax is charged on worldwide profits of companies resident in the UK and is calculated based on financial statements prepared according to generally accepted accounting principles. Expenses incurred by the company must be only for the purposes of the trade.

Foregin Dividend Exemption: Dividend received from a country with a tax treaty ,containing a non discriminatory clause ,with the UK will be exempted from Uk corporation tax.

Share Disposal in Subsidiaries: A Uk Holding will allow exemption to capital gains if the following conditions are met:

  • The company must hold a minimum of 10% of ordinary shares in the other company for a continous period of 12 months during the last 2 years prior to the disposal
  • The investing company “holding company” must still be a trading company or a member of a trading group immediately after the disposal of the shares
  • The company invested in must still be a trading company or a member of a trading group immediately after the disposal of the shares

Selling shares of the UK Holding

  • There is no capital gains for non Uk resident for the sales of shares in a Uk holding company.
  • There is a stamp duty of 0.5% payable when selling shares for more than £1000

Withholding tax
There is no withholding tax on the distribution of dividend from a Uk holding.

Advantages Of U.K Holding Companies

The tax laws in the U.K. make the country an attractive location for holding companies.

      • If the subsidiary is incorporated in an EU country and, if the EU parent / subsidiary Directive applies, dividends paid to a U.K. holding company will not suffer deduction for withholding tax in the country from which the dividend is paid. However some EU countries are currently introducing legislation to prevent abuse of this system.
      • Where the directive does not apply the dividend may qualify for a reduced or nil rate of withholding tax under one of the U.K's many double taxation treaties.
      • Incorporating a holding company in the UK can sometimes be more beneficial than in other jurisdictions. U.K law provides relief for foreign tax suffered, either by way of the EU directive or under the terms of a treaty or, where neither is available, unilaterally. This may effectively eliminate any liability of corporation tax on the holding company.
      • No withholding tax on dividends paid by the holding company
      • Exemption from capital gains tax on the disposal of the shares in the subsidiary by the holding company.

If you are a non uk resident and you wish to use the UK as a base for trading internationally , then you can use an UK agency company in order to give your international trading a more prestigious image and give your clients more confidence to do business with you.

For further information please do not hesitate to contact us.