Q&As

When a non-UK company has a UK permanent establishment or becomes UK tax resident, how and when must it inform Companies House and HMRC? What happens if the deadline is not met?

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Published on LexisPSL on 04/10/2017

The following Tax Q&A provides comprehensive and up to date legal information covering:

  • When a non-UK company has a UK permanent establishment or becomes UK tax resident, how and when must it inform Companies House and HMRC? What happens if the deadline is not met?
  • Companies House
  • HMRC

When a non-UK company has a UK permanent establishment or becomes UK tax resident, how and when must it inform Companies House and HMRC? What happens if the deadline is not met?

Companies House

The statutory rules in relation to overseas companies are set out in Part 34 of the Companies Act 2006 (CA 2006) and the Overseas Companies Regulations 2009, SI 2009/1801 (the Regulations). In particular, reg 4 of the Regulations requires the company, within one month of having opened a UK establishment, to deliver to the registrar a return complying with the requirements of Part 2 of the Regulations, and to deliver with the return the documents required by Part 2. These requirements apply each time a company opens an establishment in the UK.

The Companies House guidance in relation to overseas companies can be found here (the Guidance) (for the registration of an overseas company opening a UK establishment see also further guidance here). The principal return, as noted above, is Form OS IN01 (to be submitted with a standard registration fee of £20). The full suite of forms for overseas companies can be found here.

If a company fails to comply with any of the requirements of Part 2 of the Regulations, an offence is committed by the company, and every officer or agent of the company who knowingly and wilfully

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