Holding Company Formation / Implementation

I currently operate two limited companies with common shareholders.

Company A is an established trading business with over 10 years’ history, providing energy consultancy services to the UK building sector. In recent years, it has also carried out property renovation works using employed staff on assets owned by Company B.

Company B was originally set up as a property investment SPV to hold a commercial property occupied by Company A and other unrelated tenants. Since then, it has expanded its portfolio and undertaken substantial refurbishment work to residential properties, with costs recharged from Company A.

I am conscious that the distinction between the two businesses has become blurred, and that our activities are moving beyond property investment into property development. This is especially relevant to our next and largest project: the conversion of a derelict pub into flats.

I have been advised that a holding company structure could improve tax efficiency and better align our operations. We have therefore registered a new holding company and a new property development company, through which we have purchased the derelict pub.

The intention is for the holding company to exclusively own the shares in all three subsidiaries, with the existing shareholders of Companies A and B exchanging their current shares for new shares in the holding company. This share exchange has been approved by HMRC, but has not yet been implemented.

I have a long-standing relationship with my current accountant and would like to retain him, but the implementation of this structure is outside his area of expertise.

I am therefore seeking an external consultant to provide specific guidance and support with putting this structure in place.

Please feel free to raise any questions or queries with me.

Thanks