UK and Scotland LLP — Interstatus – Group of Companies UK and Scotland LLP – Interstatus – Group of Companies

General jurisdiction information:

The United Kingdom (official name The United Kingdom of Great Britain and Northern Ireland) is a state in North-Western Europe situated on the largest European archipelago, the British Isles. It comprises 4 political administrative regions: England, Wales, Scotland and Northern Ireland. United Kingdom also controls so-called overseas territories consisting of small islands around the world.

Great Britain has an extremely eventful history, old traditions, a stable political system, a strong and sustainable economy, world-renowned schools and universities, diverse exhibitions, festivals and national celebrations.

The population is slightly above 64,000,000 and the capital city is London. The country is a signatory to the Hague Convention.

The official language is English.

The official currency is the British Pound Sterling.

Services (mainly banking, financial and advisory) and their exportation are the key economy sector in The United Kingdom. Extraction and industrial refinery sectors and tourism are also well developed.

The United Kingdom is a member of NATO and has been the European Union member since 1973, but remains outside of the Euro zone. The country retains one of the leading positions in world economy and plays an important role in WTO, OECD and the International Monetary Fund. The world’s major stock and commodity exchanges are domiciled in the UK. Over 50 major world banks service a diverse international business community and wealthy private clients from London.

The main legislative acts governing the operation of UK companies are:

  • Companies Act 2006;
  • Limited Liability Partnership Act 2000.

According to the legislation above and also for practical reasons, the most popular legal forms and organisational structures for foreign investors are the Limited Liability Company (LTD), the Limited Liability Partnership (LLP) and the Limited Partnership (LP).

With specific terms of legislation related to operation of partnerships The United Kingdom is a widely respected jurisdiction among investors who enjoy the opportunity to apply convenient corporate and tax planning tools.

Advantages of UK companies incorporation:

  • the UK jurisdiction boasts an impeccable reputation in the international business community;
  • UK companies enjoy high prestige in international markets;
  • just minimum requirements are required for administration of companies;
  • there is a diverse choice of types of companies that are tailored to specific business objectives;
  • the availability of bank accounts with UK banks;
  • loyal tax legislation and transparent taxation system;
  • effective tools for corporate and tax planning;
  • strong protection of assets by UK Law;
  • confidentiality for beneficiaries;
  • no exchange controls;
  • an option for the establishment of branches in the European Union and universal opportunities for E-commerce.

UK companies incorporation process:

Legal entities in the UK are registered by the dedicated national authority, Companies House, who are responsible for registration and supervision.

The structure of UK companies:

Limited Liability Partnership (LLP) and Limited Partnership (LP)

Liability in an LLP company is limited by the interest of each partner and their guarantee. In an LP company liability for debts and the liabilities of the partnership as such lies in the General Partner and the other partners making their contributions to the capital of the partnership. Relationships between partners are regulated by a private (internal) agreement that is publicly inaccessible and is not subject to registration.

By Law a partnership is not required to pay corporate tax on profits. The profit is distributed among the partners while tax liability arises directly from the share of profit distributed between them.

LLPs incorporating in England are required by Law to maintain a registered office within England. Partnerships incorporated in Scotland act as Scottish legal entities and are not subject to taxation in the UK.

Subscribers (partners) may be natural persons and/or corporate entities and there are no residency qualifications. The minimum number of members is 2. Management of the company is undertaken by partners and there are no residency qualifications. The minimum number of managing partners is 2 and they may be either private individuals or corporations. Nominee partners may be used.

There are no directors or secretary.

The capital of partnerships is comprised of interest of the members rather than shares. The Law contains no provisions for the minimum amount of contribution of partners.

Registration period:

Registration period is 3-4 days. Shelf companies are available.

Accounting and auditing:

LLP accounting and financial statement regulations are similar to provisions governing the operation of LTD companies, including compulsory submission of information concerning the registered office address, any change of name and the composition of members and their addresses. LLP financial statements must be accompanied with an auditor’s report, except when partnerships are exempt from the preparation of financial statements. Failure to submit financial statements is classified as a crime and partnerships in breach of the submission of the statements are imposed with fines.

Accounts and financial documentation and the register of members must be kept at the address of the registered office or at another place determined by the members for at least three years. Documentation and the Register must be made available to members of the LLP at any time.

Notwithstanding the place of residence, as a separate legal person the LLP and its members must be registered by the Tax Office and submit annual tax declarations within the time provided by Law.

Reporting of a Limited Partnership (LP):

Partnerships must maintain accounting and prepare financial statements included with members’ own reports for submission to the relevant authorities. There is no requirement for submission of reports to Companies House. Financial statements are audited according to regulations applicable to LTD. Partnerships must submit accounts within 9 months after the end of their financial year.

LP accounts must be available for inspection at the place of business of the partnership, however if it is situated outside of the UK then the documentation must be made available at the office of the General Partner.

LP partners must submit their respective tax declarations to the Tax Office irrespective of the composition of the partners and their places of residence.

Public information in the registers:

The UK Register is open to the public and information on directors and shareholders is freely accessible. Beneficiary information is not recorded in the Register and is closed to the public. It is strongly recommended to use nominee services.

UK taxation provisions:

The United Kingdom is not an offshore jurisdiction. Tax legislation sets conventional (medium to high) tax rates applicable to income of corporations and private individuals.

Corporate tax:

Corporate tax is imposed on income of resident companies derived in the UK and in any other country, net of tax paid abroad. Corporate tax is charged on taxable income from trading operations, provision of services and capital gains net of expenses incurred during the course of business. The prevailing rate of corporate tax is 20% (applicable from 1st April 2015).

Dividends distributed to UK companies are generally tax exempt. Dividends paid to UK companies by other companies (local or foreign) are tax exempt irrespective of minimum ownership period requirements and/or size of interest.

Capital gains generated from control of an interest (over 10%) is tax exempt subject to certain legal conditions. Capital gains generated from ownership of material interest (over 10%) in the capital of the company is tax exempt subject to certain conditions.

Corporate tax is imposed on non-resident companies that are subject to income derived from their operations within the UK.

Tax withholding at source:

Dividends distributed by UK companies are tax exempt at source.

Interest paid by UK companies to non-residents is taxed at source at the rate of 20% except when reduced rates are applied by Double Tax Treaties or where EU Interest and Royalties Directives provide exemption.

Royalties paid by UK companies to non-residents are taxed at source at the rate of 20% except when reduced rates are applied by Double Tax Treaties or where EU Interest and Royalties Directives provide exemption.

Value Added Tax (VAT):

The standard rate is 20%. In some cases a reduced rate of 5% or exemption is applied according to provisions of the VAT Law. VAT registered companies must be registered by the UK Tax Office.

Companies must register if:

  • the value of transactions subject to VAT exceeds £82,000 in any 12 month period;
  • the company ships EU goods to the UK of a value in excess of £82,000;
  • the company expects turnover in excess of £82,000 within 30 days.

Voluntary VAT registration is applied to companies with a turnover below £82,000.

Personal taxes:

The maximum rate of personal income tax is 45%.

Taxation of LLP:

Profit derived by a partnership from operations outside of the UK is tax exempt, except when members of the partnership are UK residents. Members of the partnership are liable to pay taxes on income derived from participation in the partnership.

Taxation of LP:

Scottish partnerships are not subject to UK taxation. Partners are liable to pay personal tax at their place of residence, physical persons pay income tax and legal persons pay corporate tax.

Double Tax Treaties:

The United Kingdom maintains Double Tax Treaties with over 100 countries including Germany, France, the USA, Poland, Cyprus, China, Russia, Kazakhstan, Ukraine, Latvia, Estonia, Moldova, etc. Double Tax Treaties do not apply to dormant companies. LLP and LP partnerships comprised of non-resident partners and LTD companies submitting dormant accounts are not eligible to use the Treaties signed by the UK.

For more information on the incorporation and administration of companies in the UK or companies registered in other jurisdictions, please contact us. 

1st year

  • Company Incorporation
  • Government Fees
  • Corporate Document Set with Apostille
  • Registered Office
  • Registered Agent
  • Company Stamp
  • Courier
  • Company Incorporation
  • Government Fees
  • Corporate Document Set with Apostille
  • Registered Office
  • Registered Agent
  • Company Stamp
  • Courier
  • Nominee Partners
  • Power Of Attorney with Apostille
  • Company Incorporation
  • Government Fees
  • Corporate Document Set with Apostille
  • Registered Office
  • Registered Agent
  • Company Stamp
  • Courier
  • Nominee Partners
  • Power Of Attorney with Apostille
  • Cyprus Bank Account

2nd year

  • Payment of Government Fees
  • Registered Office
  • Registered Agent
  • Payment of Government Fees
  • Registered Office
  • Registered Agent
  • Nominee Partners
  • Power Of Attorney with Apostille

*Please contact us for a detailed price list and additional information.