My Ltd plus my overseas business sharing same/similar name

Is there any limitation imposed by the HMRC against having an LTD and any type of overseas business at the same time? I am thinking of opening a company in Italy. I already have an LTD of the same kind in the UK but it is dormant. I just need the latter to protect my IP, i.e. the name of a service, so that none registers a similar business here. The names of the two companies will be the same but followed by 'P.IVA' (in Italy) and 'LTD' (in the UK). Should I provide my services to the UK through the Italian company one day, will that clash somehow with the fact that I have an UK company and that it is dormant? And if so, it is because of they share the same name or because they share the same PSC (myself)? What would the consequences be? Should I choose another name for one of the two companies? And if so, can the names still be similar, e.g. XYZ and XYZ coaching?

Hi Guido,

There is no restriction in having a company of the same name incorporated and registered in Italy and the UK.
Without knowing the type of entity to be registered in Italy, I understand there is more than one type of P.IVA, it is difficult to comment further.
I would suggest that you put your query in writing, providing more details and your company's UTR.
Potentially, there are different outcomes under ITSA and CTSA in the UK.
Please write to -
Corporation Tax Services,
HM Revenue & Customs,
BX9 1AX.

Thank you.

Many thanks.

Thanks for your reply. The entity to be registered in Italy would be a one-person-firm (p.iva) and the SIC would be the same as the LTD.

I could use another name for the Italian company and still provide my service (which has the same name as the dormant LTD). I hope that is not a problem or cause the LTD to lose its dormant status.

In the meantime, to make things easier, I was thinking of resigning as director, secretary, and the only shareholder of my LTD and pass the LTD to my wife, who also is not a UK-resident like me. Is it possible for the HMRC to pass an LTD to a non-UK resident? Would there be any clash with the UK laws if the name of my business in Italy would be the same as that of the LTD belonging to my wife? Please, let me know your answer to this and the previous question posted in July 2023. Thanks

Furthermore, should I opt for passing the LTD to my wife: 1. by chance, will that cause the company to lose its dormant status for the HMRC? 2. does the HMRC expects us to follow any specific procedure? Thanks again.

Hi,

Sorry, HMRC is unable to give advice on how to restructure a limited company. We also do not provide advice on matters concerning company law.

You may be able to find more information by contacting Companies House.

You may also wish to speak to a financial adviser.

Thank you.

 

Hi,

A company will not lose its dormant status unless it comes within the charge to Corporation Tax.

You can find more information here:

Corporation Tax: trading and non-trading

Thank you.