Corporate Services for Groups and Foreign Companies
Establishing a UK corporate presence involves more than simply incorporating a company.
The structural decisions made at the outset — the choice between a subsidiary and a branch, the allocation of functions and risks within the group, the terms of intercompany arrangements — shape the UK tax position for years to come and are difficult and costly to unwind once operations are underway.
Subsidiary or Branch?
For most international groups entering the UK market, the choice between a UK subsidiary and a UK branch of the overseas entity is the first and most important decision.
A subsidiary is a separate UK legal entity, with its own UK tax obligations and a degree of separation from the parent.
A branch is an extension of the overseas entity itself, and its profits are taxable in the UK to the extent they are attributable to the UK permanent establishment.
The right answer depends on the nature of the business, the group structure, the jurisdictions involved, and the long-term plans for the UK operation. There is no default — each case requires analysis.
Permanent Establishment Risk
For groups that already have personnel, agents or activities in the UK without a formal corporate presence, the question of whether a UK permanent establishment already exists is one that needs to be addressed carefully.
HMRC has become increasingly assertive in this area, and the consequences of an undisclosed permanent establishment — back taxes, interest and penalties — can be significant.
We advise groups on whether their current UK activities create a PE exposure and, where they do, on the most efficient way to regularise and structure the position going forward.
Company Formation and Corporate Governance
Once the structural decision is made, we handle the practical steps — company formation and registration with Companies House, appointment of directors and company secretarial services, VAT registration, and all initial compliance obligations.
Acquisitions and Reorganisations
For groups entering the UK through an acquisition, or restructuring an existing UK operation, we advise on the UK tax aspects of the transaction — from due diligence and structuring through to post-acquisition integration.
We work alongside legal advisers and investment banks where needed, providing the specialist UK tax input that transactions of this nature require.
How Laggan Can Help
We have advised International businesses on their UK corporate structures for over 25 years.
If you are considering establishing or restructuring a UK presence, speak to us at the earliest stage — the decisions made before incorporation are the ones that matter most.
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