Introduction to setting up overseas ― companies

Produced by Tolley
Introduction to setting up overseas ― companies

The following Corporation Tax guidance note Produced by Tolley provides comprehensive and up to date tax information covering:

  • Introduction to setting up overseas ― companies
  • What is an overseas operation?
  • Do the overseas activities constitute a permanent establishment?
  • Operating overseas through a branch or local subsidiary
  • Why a branch?
  • Using a local subsidiary
  • Other useful guidance

A UK company expanding overseas may do so in a variety of ways, including:

  1. distance trading from the UK, with no local presence

  2. a branch, which can be formed with just one employee working from home

  3. a fully established local subsidiary

The decision to trade in another jurisdiction involves a number of considerations, both commercial and tax-related. Some of the key tax issues include whether the activities constitute a permanent establishment and how the overseas activities should be structured. It is important, at the outset, that advice is taken by the company, not only in relation to tax, but on the wider business implications.

The tax position of the UK company overseas will depend on the extent to which the company does business in the jurisdiction and the choice of overseas entity from which to carry on the business.

In most cases, establishing the overseas operation will involve a choice between running the business as a branch or via a local subsidiary. There are a number of commercial and tax considerations which need to be considered in arriving at the most appropriate choice. For further discussion on the choice of overseas entity, see the Setting up overseas ― branch or subsidiary guidance note.

A useful review of the tax impact of a business expanding overseas is given in ‘Practice guide ― Lifecycle of a business: international expansion’ by Helen Cox and Gemma Grunewald in Tax Journal, Issue 1472, 11 (24 January 2020).

This note deals only in broad outline with the UK tax issues which should be considered for companies. In addition, the tax regime in the overseas country and the ways in which the two systems interact should also be explored before any decision is taken.

What is an overseas operation?

A UK resident company which is merely selling goods or services to customers overseas is not normal

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