dormant UK LTD info

[MarkusCostigan]

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

 

[Gediminas]

MarkusCostigan said:
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.
Click to expand...

Hey,

Sure, you can set up a company that will 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 privacy reasons you should look for jurisdictions that do not have a UBO register, also you can use a local nominee (director and / or shareholder).

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

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

You can cover any business-related expenses from your own funds not involving the company. From an accounting perspective, you will have two ways. First, legally company bears these costs (invoices are issued to the company) but they are paid from your account. It would mean that the company becomes indebted to you and one day you can recover the debt from the company (when the company starts making money), this is more favorable 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 at all.

Company is such a case you be passive owner, with no activities at all.

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[koohl]

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.

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[MarkusCostigan]

Gediminas said:
Hey,

Sure, you can set up a company that will 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 privacy reasons you should look for jurisdictions that do not have a UBO register, also you can use a local nominee (director and / or shareholder).

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

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

You can cover any business-related expenses from your own funds not involving the company. From an accounting perspective, you will have two ways. First, legally company bears these costs (invoices are issued to the company) but they are paid from your account. It would mean that the company becomes indebted to you and one day you can recover the debt from the company (when the company starts making money), this is more favorable 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 at all.

Company is such a case you be passive owner, with no activities at all.
Click to expand...

Thank you very much for your reply.

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

Thank you.

 

[MarkusCostigan]

Gediminas said:
Hey,

Sure, you can set up a company that will 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 privacy reasons you should look for jurisdictions that do not have a UBO register, also you can use a local nominee (director and / or shareholder).

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

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

You can cover any business-related expenses from your own funds not involving the company. From an accounting perspective, you will have two ways. First, legally company bears these costs (invoices are issued to the company) but they are paid from your account. It would mean that the company becomes indebted to you and one day you can recover the debt from the company (when the company starts making money), this is more favorable 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 at all.

Company is such a case you be passive owner, with no activities at all.
Click to expand...

What do you think about a simple us LLC?

Thank you.

 

[Nigital Domad]

Gediminas said:
Hey,

Sure, you can set up a company that will 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 privacy reasons you should look for jurisdictions that do not have a UBO register, also you can use a local nominee (director and / or shareholder).

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

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

You can cover any business-related expenses from your own funds not involving the company. From an accounting perspective, you will have two ways. First, legally company bears these costs (invoices are issued to the company) but they are paid from your account. It would mean that the company becomes indebted to you and one day you can recover the debt from the company (when the company starts making money), this is more favorable 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 at all.

Company is such a case you be passive owner, with no activities at all.
Click to expand...

Hello - I would be curious which countries you've found that do not have a UBO registry for this sort of thing. Thank you!

 

[Nigital Domad]

koohl said:
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.
Click to expand...

Hello - I would be curious which country this worked for you in?

 

[Offoffshore]

Nigital Domad said:
Hello - I would be curious which countries you've found that do not have a UBO registry for this sort of thing. Thank you!
Click to expand...

Interested as well. Which on/offshore countries don't have this?

 

[daniels27]

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.

 

[Xshore]

And you have to file balance sheet with companies house even if it's dormant with HMRC.

 

[redeye]

MarkusCostigan said:
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.
Click to expand...

No problem, have a company for 8 years filed dormant every year, nothing happens.

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