dormant UK LTD info

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MarkusCostigan

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Apr 23, 2022
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Hello guys, I would like to create a dormant company to use to register a trademark and a domain. This dormant company will also be used as the owner of the website. This website will have no profit and will be completely free (at the beginning), I would like to know if it was possible to pay the costs of the site (for example server) with my personal funds and keep the company dormant , or if these expenses are seen as company expenses.

I would like to use the company name in Terms and Conditions too.

Can I keep the LTD dormant?

Thank you.

Last edited: Jan 24, 2024
 
Hey,

Sure, you can set up a company that will︁ own a domain/trademark or other assets and will not receive any income in the beginning.︂

However, proper setup depends on your goals. If you wish to do so, for privacy︃ reasons you should look for jurisdictions that do not have a UBO register, also you︄ can use a local nominee (director and / or shareholder).

Considering that the company will︅ not have a bank account, the fact that you own it would not be available︆ to anyone.

If you wish to protect yourself from various legal risks related to the︇ business itself (consumer protection, GDPR, etc.) you should also look for specific jurisdictions which would︈ be hard to claim you and which would have lower legal requirements for such kind︉ of business.

You can cover any business-related expenses from your own funds not involving the︊ company. From an accounting perspective, you will have two ways. First, legally company bears these︋ costs (invoices are issued to the company) but they are paid from your account. It︌ would mean that the company becomes indebted to you and one day you can recover︍ the debt from the company (when the company starts making money), this is more favorable︎ from your tax point of view since debt recovery is non-taxable income almost everywhere.

Second, you can take all invoices on your behalf and might not involve the company at️ all.

Company is such a case you be passive owner, with no activities at all.‌
 
You can keep the company and just file dormant accounts for it. As long as‌ the company does not have significant turnover or a bank account, everything is fine. Even‍ if it has an account, etc., there should be no problem (we'll see with the⁠ new rules), but so far, I have had a company for 8 years that has⁤ had a bank account and turnover, but I filed dormant accounts.
 
Thank you very much for your reply.

What countries do you think are ok for︉ that? Could Malta be a solution?

Thank you.
 
Hello - I would be curious which countries you've found that do not have a︉ UBO registry for this sort of thing. Thank you!
 
Isn't this thread about UK Ltd? The rules what is allowed as a dormant company‌ are here:
https://www.gov.uk/dormant-company/dormant-for-companies-house
You can officially still do the following:
  • filing fees paid to Companies‍ House
  • penalties for late filing of accounts
  • money paid for shares when the company was⁠ incorporated
And you can also filing nil statements for VAT.
https://www.gov.uk/dormant-company/dormant-for-corporation-tax

Of course, the banks⁤ don't report all to the government. Hence, it is like with running a US LLC⁣ from UK, you may not get caught, but that does by no way mean it⁢ is legal. Just bear that in mind.
 
And you have to file balance sheet with companies house even if it's dormant with‌ HMRC.
 
No problem, have a company for 8 years filed dormant︁ every year, nothing happens.
 
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