Giving a Limited Company Away (Transferring full ownership)

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Martin P

  • #1
    I don't use one of my Limited company names anymore, I would like to transfer ownership to another person, who will carry it on,

    Could someone tell me what I need to do,
    Companies House,
    Tax,
    and VAT side of things?

    Currently I am the only director, (1 share) and the secretary of it

    It had no income, just a few purchases and was registered for VAT

    Want to do things easiest as possible, it's a favour, and can't take up too much of my time:rolleyes:

    Cheers in advance
     
    D

    David Griffiths

    Free Member
    • Jun 21, 2008
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    Cwmbran
  • #2
    - Complete a share transfer form to give the share to the other person - consideration will presumably be nil

    - change the registered office address as necessary - form 287

    - Appoint the other person as a director - Form 288a

    - Resign as a director yourself - form 288b


    Have you got a bank account - tell the bank

    The following can be done by the new director

    Corporation tax - write to the tax office to advise that the registered office has changed. You can give details of the new director at the same time

    PAYE - use the slip in the yellow booklet if you have one to notify change of address. If you don't have one write to the tax office. Be prepared to do this several times. :rolleyes: It may be quicker to go round and tattoo it on somebody's head - you won't believe it until you've written several times and nobody takes any notice.

    VAT - Changes to be notified are here
     
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    Free Lance

    Free Member
    Jul 3, 2008
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    Surrey
  • #3
    Just pass a shareholders resolution to change your current company name (CURRENT NAME) to something completely unconnected.

    The other guy needs to set up a company in CURRENT NAME you are 'giving' him or change the name of an existing company to CURRENT NAME.

    You file the change of name at Companies House. That's it.

    You would then be left with the company still but you could transfer the assets away and simply let it go dormant before dissolving it next year.
     
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    Martin P

  • #4
    Thank you for the above replies ^
    Very helpful

    In regard to assets (only minor things) is there a best way to do this, so it's 'proper'?

    Or can I just knock something up, saying I transfer full ownership of these assets X Y Z to the other guy?

    Cheers again
     
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    Moneyman

    Moneyman

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    May 3, 2008
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  • #5
    If you want to save hassle and trust the guys....go to bank...add the guys as signatories etc then do the other stuff a week or so later...Do the stock transfer and then as the last thing change directors (add them first. resign once they are aproved.).

    banks tend to screw up and you will find that the new guys cant use the bank account because some form or other is not right at companies house and then you are not allowed either because you told them you resigned and it all gets horribly messy.

    It is easy but if something can go wrong it will. dont resign from anything until the new guys are all showing on the account and at companies house.
     
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    Martin P

  • #6
    Moneyman said:
    If you want to save hassle and trust the guys....go to bank...add the guys as signatories etc then do the other stuff a week or so later...Do the stock transfer and then as the last thing change directors (add them first. resign once they are aproved.).

    banks tend to screw up and you will find that the new guys cant use the bank account because some form or other is not right at companies house and then you are not allowed either because you told them you resigned and it all gets horribly messy.

    It is easy but if something can go wrong it will. dont resign from anything until the new guys are all showing on the account and at companies house.
    Click to expand...
    Thanks Moneyman, that makes sense, I know what my bank can be like:rolleyes:
     
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    David Griffiths

    Free Member
    • Jun 21, 2008
    11,553
    3,669
    Cwmbran
  • #7
    MARTIN ADAM PEARSE said:
    Thank you for the above replies ^
    Very helpful

    In regard to assets (only minor things) is there a best way to do this, so it's 'proper'?

    Or can I just knock something up, saying I transfer full ownership of these assets X Y Z to the other guy?

    Cheers again
    Click to expand...

    The assets belong to the company not to you. If you transfer your shares in the company then the assets remain with the company but now under the control of the new owners. No need to do anything separate.
     
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    gspeed

    Free Member
    Jan 18, 2012
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  • #9
    I wonder if someone can help. I am the secretary of a private limited company I run with my husband, who is the director. We simply want to make me a director instead of my husband. Is it possible to assign ownership to me? What do we need to do? Who do we need to tell?
    Many thanks
    Gill
     
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    Method Man

    Method Man

    Free Member
    Jan 11, 2012
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    Good question, where am I?
  • #10
    David Griffiths said:
    - Complete a share transfer form to give the share to the other person - consideration will presumably be nil

    - change the registered office address as necessary - form 287

    - Appoint the other person as a director - Form 288a

    - Resign as a director yourself - form 288b


    Have you got a bank account - tell the bank

    The following can be done by the new director

    Corporation tax - write to the tax office to advise that the registered office has changed. You can give details of the new director at the same time

    PAYE - use the slip in the yellow booklet if you have one to notify change of address. If you don't have one write to the tax office. Be prepared to do this several times. :rolleyes: It may be quicker to go round and tattoo it on somebody's head - you won't believe it until you've written several times and nobody takes any notice.

    VAT - Changes to be notified are here
    Click to expand...

    Sir,

    I think the form names have all changed now e.g. AP01 for the appointment of a director etc.

    Directory of forms and links thereto can be found here

    http://www.companieshouse.gov.uk/forms/formsOnline.shtml

    Shabba!
     
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    gspeed

    Free Member
    Jan 18, 2012
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  • #12
    Many thanks for the tips guys. There seems to be an awful ot of forms to fill in. Not sure which one(s) are the right ones. Maybe I didn't give enough explanation. We currently have our own business, VAT registered, registered with companies house., etc., etc. We're a ltd company. My husband is currently named as the company director and I'm the company secretary. So there is no address change. We just want to make me the company director, and my husband not be named anywhere. Is it possible to do this? Will we still need someone named as the company secretary or can that be me as well as being the director?
    I understand we would need to notify the bank, companies house. Anyone else? I'd like to know exactly which forms we need to complete.
    Many thansk

    Gill
     
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    J

    jules12345

  • #13
    gspeed said:
    Many thanks for the tips guys. There seems to be an awful ot of forms to fill in. Not sure which one(s) are the right ones. Maybe I didn't give enough explanation. We currently have our own business, VAT registered, registered with companies house., etc., etc. We're a ltd company. My husband is currently named as the company director and I'm the company secretary. So there is no address change. We just want to make me the company director, and my husband not be named anywhere. Is it possible to do this? Will we still need someone named as the company secretary or can that be me as well as being the director?
    I understand we would need to notify the bank, companies house. Anyone else? I'd like to know exactly which forms we need to complete.
    Many thansk

    Gill
    Click to expand...
    Have him resign .. and thats it basically ..! (follow procdure and tell CH..!) He needs to hand over to you his shares also..!
     
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    psmidx

  • #14
    Apologies if I have entered the site in the wrong way/area as I'm new, I want to transfer my company, PLUS the shares. As a solicitor is a bit too expensive right now, I found I can do the share transfer online - the only trouble is, I want to know that HMRC will have evidence the new company owner IS the owner of the shares/accepted the transfer/liable etc. Is there a way of satisfying HMRc that this has been done/they have sufficient evidence of the 'new' liability? Thanks for any advice on this.
     
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