Services/SPV Structuring

SPV & Company Structuring

'Put it in a company' is the most-given bad tax advice in UK property. Sometimes it's right — usually because of Section 24 — but the transfer cost, ongoing compliance, and extraction tax can destroy the saving if the model isn't built properly. We match you with a specialist who does the real math.

The argument

Why a specialist matters here

Incorporation is a 10-year decision dressed up as a tax question. The headline case — 19–25% corporation tax versus up to 45% personal — ignores that the money inside a company is not the same as money in your pocket. Extraction via dividend or salary adds tax; staying personal and managing Section 24 differently may be cheaper for portfolios under 5 properties.

What goes wrong

The three problems a general accountant won't catch

01

The transfer is the expensive bit

Every property transferred to an SPV triggers SDLT at the current surcharged rates on market value, potential CGT on the uplift since you bought it, plus solicitor and valuation fees per property. For a 4-property Harrow portfolio this is typically £40k–£120k of transfer cost — before you save a penny of Section 24.

02

Extraction costs are invisible in the pitch

Money inside an SPV pays corporation tax at 19–25%. Taking it out as dividend pays personal dividend tax on top — up to 39.35%. The effective tax on extracted profit can be higher than income tax on the same profit earned personally, depending on your other income.

03

Ongoing compliance is not free

An SPV needs annual accounts, a corporation tax return, confirmation statements, and proper director/shareholder records. Expect £1,500–£3,000 per company per year in accountancy fees, plus the director's personal self-assessment. This recurring cost eats into the tax saving.

What you get

What the specialist delivers

01

Full transfer cost model

Exact SDLT, CGT exposure, and legal costs calculated against your actual portfolio. Break-even year clearly stated. If incorporation doesn't save money within a reasonable horizon, you're told to stay personal.

02

Extraction strategy design

If you incorporate, how you extract matters as much as how you structured. Salary vs dividend vs pension contribution vs director's loan — planned to minimise the combined tax on retained and extracted profit.

03

Hybrid structure assessment

Often the right answer is neither 'fully personal' nor 'fully incorporated' — it's keeping existing properties personal and buying new ones through an SPV. A specialist models this against the pure options.

04

Formation and compliance handover

If you proceed, incorporation is handled end-to-end: company formation, mortgage restructuring guidance, transfer execution, and the first year of accounts and CT600.

Common questions

FAQs on spv structuring

Is it too late to incorporate?

Usually not, but the longer you leave it the higher the CGT on transfer (because your gain has grown). Incorporation relief (s162 TCGA 1992) can defer the CGT if the portfolio qualifies as a business, which typically needs 5+ properties and demonstrable active management.

Will my mortgage lender allow a transfer to an SPV?

Your current lender almost certainly will not — BTL mortgages are typically held in personal name. You remortgage the property into an SPV-specific product at transfer. Rates on SPV BTL mortgages are typically 0.3–0.8% higher than personal-name products, which is a real cost to factor in.

What's the break-even point?

For a typical Harrow higher-rate landlord with 3-4 leveraged BTLs, break-even is usually 5–8 years — meaning tax savings catch up with transfer costs in that window. For sub-3-property portfolios, break-even often never arrives and incorporation is the wrong move.

Does an SPV help with IHT as well as Section 24?

Partially. Shares in a property company are not exempt from IHT — Business Property Relief doesn't apply to residential letting. But a company structure makes it easier to gift shares progressively to children using the annual exemption and 7-year rule, which personal-name property doesn't allow without SDLT consequences.

Ready to see who we'd match you with for spv structuring?