Opening ltd from another country (to trade there)

[runninginthend]

Hello,

I am considering to open a ltd company in the UK from a European country, because the process is much faster and cheaper than in my home country.

My main questions:

Is a registered office offered by one of the many companies featuring this service (see EACBS website for an example) considered as a valid head office for my business?

Is it possible for me to trade only in my home country (Italy), while having my head office in the UK?

Please feel free to add any additional comments and suggestions.

 

[Rumpole56]

Not quite sure what you mean by "head office". Your registered office address may be different from your main business or trading address, though it doesn't have to be. The Registered Office is a legal requirement, to enable Companies House to send official documents relating to registration of the company, and for the service of court/legal papers etc. This must be a UK address. Your business and trading addresses can be anywhere you like, including Italy.

The registered office service offered by company formation agents does not normally allow you to use the address for general trading purposes; only for official documents as described above. For a business or trading address (in the UK) you will need a mail drop or virtual office. Some of the company formation agents also offer this service for an additional fee.

 

[Rumpole56]

A UK limited company is legally required to have a separate bank account IN THE COMPANY NAME. You cannot use a personal account for this purpose. Almost all of the UK banks are nowadays very unwilling to open accounts for companies which have non-UK resident directors and/or shareholders, even though the company is technically and legally domiciled in the UK. You may have better luck with Italian banks, or if that also proves difficult to impossible, somewhere else in the EU such as Latvia, Malta, or Cyprus (I know!) where the banks are still a bit more relaxed. Opening a bank account will be a lot more problematic and complicated than registering the company!

Also be aware that your company will be liable for UK Corporation Tax at 20% on WORLDWIDE profits. If you will not be trading or generating income in the UK, you might look at the alternative business structure of a Limited Liability Partnership or LLP. This is a juristic person and has the same limited liability as a Ltd, but does not attract Corporation Tax. Additionally, as long as the LLP members are non-uk residents and the entity does not trade in the UK, there is no liability for UK Income Tax either. It takes a little longer to set up than a Ltd (around 7 days) and a minimum of 2 members or partners are required (for example, your wife could hold 1% of the equity).

I suggest you use the services of a company registration / formation agent who has experience with international, rather than just domestic, formations.

 

[runninginthend]

Thank you very much Rumpole56, your comments are really helpful. Fortunately I have a business partner and I will definitely consider to open an LLP vs an LTD .

 

[runninginthend]

I have another question I would really appreciate you could answer: what is the cost of opening an LLP? Is there any website offering this service as with the opening of an LTD?

 

[lellis]

I suggest you Google "LLP formation" (at google.co.uk) - you will find a plethora of formation companies which will be able to help you out. it is quite cost effective.

 

[runninginthend]

Thank you again for your replies. I decided to go for the LLP formation and I have a few questions, generated by personal research on the topic, for which I couldn't find an answer:

_Is it convenient to open the company's bank account in the UK if we have the chance to do so? Why or why not?
_What advantages can we find by opening it abroad (say Cyprus)?
_Isn't there the risk to incur in extra taxes or legal problems with the Italian government while trading there?
_Is it in general recommended to open the bank account in the country where the company intends to trade?

_Does the fact of having the company based in the UK constitute a problem for trading in Italy?
_Is there any additional risk or responsibility associated with an LLP with respect to an LTD?
_is having a VAT and not an IVA identification number an issue to trade in Italy?

I understand that you may not know all the answers for these questions but I would really appreciate if you could answer to the ones you have knowledge about.

 

[ethical PR]

You are probably best approaching a commercial lawyer/accountant in Italy regarding the majority of these issues. I don't think a UK forum is going to have more expert knowledge than business professionals in Italy.

As was indicated to you in an earlier post, I don't think you can open a business account here unless one of the directors is resident here.