How to open a company in Scotland?

Organizational and legal forms

The use of SLP can be interesting in several combinations: when there are no tax liabilities in the UK for foreign partners, in this case the partners are taxed in the zone of their registration. Tax transparency, which means that SLP is taxed as if it does not have a legal entity, that is, the tax does not arise in SLP itself. Tax services assess each partner through the partner structure and depending on their place of residence and in accordance with their share of profits.

A separate legal entity - this is the uniqueness of the SLP, unlike other forms of ownership throughout the UK. SLP can own assets, conclude contracts, be a claimant or defendant, own real estate, borrow money. The status of a separate legal entity combined with tax transparency makes a limited partnership in Scotland a unique tool that no other jurisdiction can offer. Restriction of the partner in decision making and company management makes the SLP suitable for investment projects in which a large number of partners participate, where management is entrusted to the general partner or manager which the partner will appoint.

Requirements for the company

Partners with limited liability can not:

• get back your contribution to the partnership fully or partly, as long as the partnership exists;
• influence the management of a firm or occupy any managerial position.

If such a violation occurs, then such partner becomes responsible for all debts incurred during his participation in the management, depending on the circumstances.

Who can be a partner?

A natural person or a legal person can be a partner in a partnership, both responsible and limited. One and the same partner is limited and can not act simultaneously as a limited and responsible partner.

Tax planning

SLP is very popular when building schemes for tax planning, due to a separate legal person and tax transparency. Schemes that reduce the responsibility of the partners in the UK and reduce foreign taxes on income, capital gains. There is also no stamp duty in SLP.

Creation of the Scottish Partnership

It is always necessary to conclude a contract between partners, which will regulate contributions, distribution of profits, management of SLP and recovery from the partnership. The contract is not a mandatory requirement, but it is very desirable to prevent the emergence of disputes in the future, it must be regulated by the laws of Scotland and be signed by the parties in the territory of Scotland. All SLPs are registered within 3 weeks at Companies House in Edinburgh. Another condition for the registration of SLP will be the introduction of the main activity in Scotland. At once after registration, the activities can be transferred abroad. There are also ready-made SLPs, the purchase of which and re-registration take 1 day.

What is included in the price?

1. Certificate of Collation
2. Application for Registration
3. Certificate of Incorporation
4. Pre-Incorporation Memorandum of Association
5. Partnership Agreement
6. Minutes of the First Meeting of members
   • Application for Registration
   • Certificate of Incorporation
   • Pre-Incorporation Memorandum of Association
   • Partnership Agreement
   • Minutes of the First Meeting of members
   • Resolution of Members
   • Certificate of Capital
   • Instruments of Transfer
   • Declaration of Trust
   • General Power of Attorney
   • Letter of resignation
   • Agreement for the Provision of Nominee Services
   • Beneficiary Owner Declaration
   • Seal