What is a Holding Company?

1 August 2022 Stephen Allender View all News

We regularly advise clients on of the benefits of creating a group structure via the use of a holding company. But what exactly does this mean? And what are the key advantages and disadvantages to creating one?

A holding company is a separate parent company created to own a controlling interest in subsidiary companies. A holding company doesn’t trade itself; its main purpose is to form a corporate group.

An example of a typical corporate group structure is below:

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Video: Holding Companies explained

What is a holding company used for?

Here are the reasons why a holding company in a group structure is more beneficial than a standalone company.

1. Reduce Risk

One of the main benefits is risk management. If a company undertakes multiple trades, or has separate investments such as property, stripping these out into separate subsidiary companies under the common control of a holding company may be worthwhile.

A group structure minimises the risk to the trade of the subsidiaries if one part of the group underperformed or become insolvent. This would not be the case if everything operated within a single company.

2. Asset Protection

A holding company can hold the valuable assets of a business. This includes trading or investment property, plant and machinery, intellectual property and excess cash for investments.
Subsidiaries take on the daily operations of the business and its trading responsibilities.

Assets may be leased to the subsidiaries if required, but are protected from creditors and the inherent risks of trading.

3. Tax Benefits

Dividends can pass between subsidiary and holding company without incurring tax charges. Where a company owns more than 10% of the shares in another company and sells those shares, there is usually no tax to pay on any gains.

4. Shared Costs

Admin and central services functions can be utilised by different businesses. They can sit beneath a holding company, which makes charges to the subsidiaries. This means the costs can be shared appropriately amongst them.

Do holding companies pay tax?

Generally, a holding company does not trade as its sole purpose is to hold the assets of the group. Income may be generated from leasing these assets to the subsidiary companies.

There is no additional corporation tax exposure to the group. The income in the holding company will be subject to corporation tax, but the corresponding subsidiary expense will be deducted. This will reduce its corporation tax liability.
Some holding companies do trade. If this is the case they will have corporation tax obligations like any other company.

Dividends paid from subsidiaries to the holding company are not taxed on the basis that both companies are UK resident.

How do you remunerate owners of a Holding company?

The owners of a holding company extract surplus cash from the holding company as dividends. This is like the shareholders of any limited company,

Dividends will be taxed if the income exceeds a dividend allowance (which is currently £2,000). The rate of tax depends upon the income tax band of the shareholder.

  • Basic rate Income Tax: 8.75%
  • Higher rate Income Tax: 33.75%
  • Additional rate Income Tax: 39.35%

Can a Holding Company Buy Other Companies?

There are several benefits of bringing companies together under a Holding Company structure. But the Holding Company can purchase other companies.

The Holding Company sits at the top of a group structure, with any company purchased becoming a subsidiary.

This can be useful when a business is on an acquisition trail, but wishes to retain the acquired business in a separate group company. This additional subsidiary can then ring fence assets by transferring them up to the Holding Company.

Using a Holding Company and group structure can preserve important reliefs. It allows assets to be transferred around the group, and prepares subsidiaries in advance of selling an asset or trade within the group.

Want to understand the benefits of a Holding Company?

It is important to obtain advice to avoid any surprise tax charges when considering a holding company.

Shorts can help you plan the transactions necessary to change the structure. We will also contact HMRC to obtain the necessary clearances. We will also ensure you are taking advantage of the tax exemptions and reliefs available.

 

Check your eligibility for a Holding Company

Eligibility ChecklistAt Shorts, we regularly advise on of the benefits of creating a group structure via the use of a holding company.

The benefits include reduced risk, asset protection, sharing central service and admin functions between different business, and some tax benefits too.

We have built a bespoke eligibility tool, which will help you determine whether a Holding Company is right for you and your businesses.

Check Eligibility

 



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Holding Company Eligibility Checklist

A holding company protects your assets, helps you share costs, and brings tax benefits to your business. Speak to Shorts today for help and advice.

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