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Business in the UK: is it better to buy an existing business or set up a new one?

PUBLISHED: 21 August 2019

There are terabytes of information on the internet about running a business in the UK. That’s why we would not focus here on well-known facts such as prestige of a UK office, highly qualified personnel, business-friendly environment, developed infrastructure and many more. Instead, we will give tips for those who are choosing between opening a company from scratch and acquiring a “ready-made” business.

To buy or to establish?

We will start from a simple table showing what steps are required of you in both situations.

Establishing a new business Buying an existing business

1.     Think of a name and check it for availability

2.     Find SIC codes for the activities you are going to do

3.     Choose a company structure

4.     Appoint a director

5.     Prepare a bundle of documents from the parent company if opening a representative office

6.     Determine your share capital and shareholders

7.     Identify persons with significant control

8.     Submit an application

1.     Search on the acquisitions market for offers

2.     Analyse financial and legal standing of the company

3.     Decide to invest in shares or buy the whole business

4.     Prepare a purchase agreement and other paperwork

5.     Sign a deal

A UK company can be incorporated remotely and takes at least 24 hours depending on the type of the company. The most common legal entities are Ltd and LLP. Limited liability companies constitute the majority of new company formations; share capital starts at £1, number of shares is limitless and shareholders’ liability is restricted. LLP is a partnership without a director or stocks, but with partners’ shares. A foreign company can also open its subsidiary in the UK.

Area of activity and buying a business

If you have opted for acquiring an existing business, there is no limit as to what you can do; you are free to choose what you like, construction, finances, banking, you name it. No doubt, it is easier to buy a company; however, there are things that must be considered before doing it. Does the company have turnover? Is there a client database? Do they have any new know-hows and inventions?

Selling a business in the UK is a serious matter which is normally given a proper care and attention. You can ask for a business plan and get it, together with a marketing analysis and current state of affairs. The better condition the business is in, the less investment it will require in the future.

Taxes for businesses in the UK

It is a common misconception that the UK is an offshore. Small businesses are subject to simplified taxation and UK corporation tax is one of the lowest in Europe.

When buying a business, you must remember about taxes. Whether you will be paying stamp duty or not, and how much, depends on the type of acquired assets. Stamp duty is paid on shares too. The more expansive the assets are, the higher is the stamp duty land tax.

Normally, when a VAT-registered company sells its assets, the sale is subject to VAT. But if the sold assets are part of a business which is a going concern, then there will be no VAT.

LLP partners are not liable to pay taxes in the UK if they are not tax residents here, and the partnerships themselves are not subject to corporation tax. Partners must pay income tax wherever they are resident.

Start-up entrepreneurs are eligible for various benefits, incentives and reliefs.

Experts from Imperial & Legal have been providing professional advice to new and existing businessmen in opening business in the UK, setting up bank accounts and running everyday operations. They have been also supporting them in their immigration and relocation matters, including visa applications for them and their family, helping to find schools for kids and properties to rent and buy.

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