Non resident directors

Hello, Is it a must for Non residential directors of a private limited company to travel at least one time per your for board meetings? Can't they participate for meetings online (Ex Zoom) ?

Hi,

HMRC’s company residence guidance can be found at here:

INTM120000 - Company residence 

A company which is not UK resident by virtue of being incorporated in the UK, the ‘incorporation test’, will only be UK resident if it is centrally managed and controlled (CMC) in the UK, the ‘case law test’. Where the CMC of a company abides is a question of fact. The test looks at where the real top-level management decisions of the company are actually made. 

If the CMC of a company is exercised by directors at board meetings, then where directors attend from will be relevant. For example, if CMC was exercised at board meetings where the majority of directors routinely dialled in from outside the UK, CMC may not be in the UK. HMRC take a holistic view. You can see the guidance below INTM120185 which sets out that HMRC does not believe that a company will necessarily become non-UK resident for UK tax purposes because a few board meetings are held, or some decisions are taken, outside the UK for a short period of time.  

INTM120185

Thank you.