Can I move my company from another country to the UK?

Under UK company law, you cannot move your company registration from another country to the UK. However, the UK Government plans to introduce a corporate re-domiciliation regime at some point in the future. Such a regime would enable a foreign-incorporated firm to change its country of registration while maintaining the same legal identity.

In the meantime, there are several options for overseas companies seeking to relocate to the UK or establish a presence here. These include:

• setting up a UK subsidiary
• registering a UK establishment of an overseas company
• incorporating a UK company and transferring the business
• selling through a UK website or online marketplace

We look at each of these in turn below. This should give you a general idea of the available alternatives to UK corporate re-domicilation. However, before making any decisions, you should seek professional advice to determine the best option for your business.

1. Set up a UK subsidiary  

The first option you may wish to consider is setting up a UK subsidiary, with your existing firm being the parent or holding company of the subsidiary. This involves incorporating a UK company in which all or most of the shares are owned by your non-UK company.

The subsidiary will exist as a separate legal entity, able to trade directly with UK customers and suppliers. It will also have its own tax and reporting obligations in the UK. However, your overseas company will maintain ultimate control over the subsidiary’s business operations and decision-making.

• How to register a company in 4 simple steps with 1st Formations

The process required to set up a UK company is incredibly simple. You can register a new company online in a matter of hours, after which it is ready to trade immediately. And since the new company will be part of the same ‘group’ as your existing firm, you can use the same company name.

1st Formations offers a Non-Residents Package ideal for international customers who wish to form a UK limited company. It includes:

• simple online company registration
• the Companies House filing fee
• a WorldFirst UK business banking referral
• central London company address services
• free worldwide delivery of company documents
• and a free online company manager to help manage and grow your company.

That being said, restructuring your existing business as an overseas parent or holding company with a UK subsidiary requires careful consideration and planning. There are many legal and tax implications to consider, so it’s important to seek expert guidance before going down this route.

2. Register a UK establishment of an overseas company

Another popular option for foreign companies looking to move to the UK is to establish a branch or place of business here (a ‘UK establishment’) and register with Companies House as an overseas company.

In this situation, the UK establishment doesn’t exist as a separate legal entity. It’s simply an extension of the overseas company, creating a physical presence of the business in the UK.

To open a branch or place of business here, you must file the necessary documents to register a UK establishment with Companies House. You should do this within one month of opening your new UK establishment.

How to register

The documents you must file with Companies House are as follows:

• form OS IN01, along with the appropriate filing fee
• a certified copy of your overseas company’s constitutional documents (e.g. charter, statute, memorandum and articles of association)
• a copy of your company’s most recent set of accounts (if the company is required to prepare and deliver accounts under parent law)
• if the company is required to prepare, audit, and disclose its accounts under parent law, a copy of the most recent accounts that have been disclosed by the opening date of the UK establishment
• if your company’s constitutional documents and accounts are in a language other than English, you must also include a certified translation of each document.

The cost to register a UK establishment of an overseas company is £71. Companies House will reject your application if you don’t include the correct fee with your form.

3. Incorporate a UK company and transfer your existing business

If your objective is to move your entire business operations to the UK, you can achieve this by:

• registering a UK company in your preferred jurisdiction (England & Wales, Scotland, or Northern Ireland)
• transferring your existing business assets from your overseas company to your new UK company
• dissolving (closing) your overseas company

This approach is incredibly complex and costly, but it may be a viable option if you want to permanently move to the UK. We would recommend taking legal advice in the first instance.

4. Sell through a UK website or online marketplace

The simplest way to establish a UK presence and customer base is to sell your goods online. Depending on the type of business you have, you may do this already.

However, the best way to reach a UK-based audience is to set up a new website with a UK-specific domain extension (such as .co.uk) or structure an international website that explicitly targets users in different countries.

• 10 marketing strategies for small businesses in 2024

Another option is to sell goods in the UK through online marketplaces. Whilst often more expensive, there are potential benefits to doing so, for example:

• Your overseas company has an immediate online presence on an established platform
• It may provide a more effective route to reach your target market in the UK
• Online marketplaces can present new opportunities for UK sales and higher profits
• They’re great for building trust between businesses and customers
• You’re not responsible for maintaining the technical parts of the platform
• They include integrated payment solutions, and oftentimes shipping and delivery options too
• Many marketplaces provide 24/7 help and support when setting up and running your online store

There are certain potential drawbacks to consider as well. Namely commission and fees, restrictive terms and conditions, limitations on branding, waiting periods for receiving payments, and additional competition from other sellers on the platform.

Nevertheless, selling through an online marketplace in the UK is an effective solution for many businesses, especially overseas companies looking to establish a UK presence and expand their customer base.

Thanks for reading

If you’d like to speak to someone about setting up a UK company, please get in touch with our London-based team of company formation experts by sending an email to [email protected] or calling 020 3897 2233.

For more company guidance and small business advice, explore the 1st Formations Blog.