Branch of English company inside EU | English limited company setup

Branch of English company in another EU country

Establish a branch of your UK Ltd. company in the country where you work for prices starting from €1,100.00.

Via a branch in its country of residence (within EU), a foreign company can operate on equal terms with the local public and private limited companies, but without the disadvantages often related to those companies.

• Creditor protection: In England, you can hide the identity of the owner/s by using nominee/s.
• Health insurance: In some EU countries (e.g. Poland), the owner of a national company pays a social fee / health insurance. However, by using nominees, the ownership cannot be determined; therefore, fees are avoided.
• Audit: In some EU countries, national companies are subject to statutory audit while branches often are exempted from audit.
• Corporate management: British company law, which is not overly strict, opens up for use of companies as directors. However, the branch must adhere to the rules of the country, where the branch is registered.
• Capital requirement: It is not a requirement to pay up capital in an UK Ltd. company; therefore, it is also not required for a branch.
• Please also note the government’s leniency in demanding annual reports for companies with revenues of less than £2.8 million. A signed balance sheet is all that is necessary; you can even sign it yourself.
• There are no demands on the branch’s annual report. Only a copy of the English company’s annual report needs to be delivered to your national company register.

When must a company register a branch?

If you operate your business from a permanent point of operation in an EU country, you can advantageously register a UK Ltd. and a branch. Not all activities are covered by the obligation of notification. As examples of companies which don’t need to be registered nationally, the following can be mentioned:

• only a receipt of order when invoicing, etc. takes place in and from the home country;
• single contract works or other single works of limited duration for a specific contractual party;
• purchase of national products via a national intermediary, and
• work of an exclusive administrative character such as marketing.

How is a branch defined?

A branch is not an independent company; thus, it is not a corporate body. This means that the foreign company is liable for the actions taken by the branch. A branch can apply for VAT registration, hire staff, apply for a license to purchase real estate, etc. A branch is not required to pay corporation tax locally except for the part of the income earned locally.

The branch’s name

The branch’s name must contain the main company’s name with the addition of the word, “branch” and a clear indication of the main company’s nationality. e.g. Company, branch of Company Ltd., England.
The branch’s name may not contain a designation which can result in the branch being confused with a Danish company, e.g. the designation “public or private limited company” may not be part of the name. The branch may not use a name which is already used by a Danish company.

The branch’s management

The branch is managed by one or more branch managers hired by the main company. The branch manager must be empowered to fully represent the company, i.e. have unlimited power of attorney to act on behalf of the company and impose obligations on the main company. The branch manager must be of legal age and can, at the same time, be authorized to sign for or sign with the director in the main company. It is not a requirement that the branch manager is a resident of the country where the branch is registered.

Receive electronic payments to your company via Easy Invoice

Your company comes with Scandi Card’s electronic invoicing system, Easy Invoice, which allows you to send invoices from your foreign ”main company” and receive payments directly via your NONAME VISA Electron cash card.

The agreement is entered into between the main company and Scandi Card Solutions INC, and your Danish branch is therefore NOT affected tax-wise by the revenue. Your customers can pay via bank transfer or credit card. Read more about Easy Invoice here.

What is included with the product?

The product is only sold together with purchase of a new UK Ltd. company, read about the product, UK Ltd. with EU Bank, in this site. The following are included:

• 1 complete set of company documents notarized by ”Notary Chambers”, Notarius Publicus in London in a verified translation into a European language of choice;
• 1 power of attorney to open and represent the branch issued by the person authorized to sign for the main company (the nominal owner) confirmed at Notarius Publicus, and delivered in the European language of your choice, and
• Counseling on how to register the branch in the country of your choice.

Please note that translations must be verified by an official translator to be valid. A verified translation is an exact translation of the source text with the translator’s signature, stamp, and endorsement. All translations delivered by Scandi Card Solutions A/S are verified.

Is this legal?

This question can be answered with a clear yes.

The company form, branch of foreign company, is covered by the Haag Convention of 1961 adopted by the EU countries.

According to the European Court of Justice’s verdict on March 9, 1999, case C212/97, the establishment of a company in England, without any business operations in England and with business operations only in the home country, is fully legal even if it is obvious that this is an avoidance of the legislation in the home country about pay up of a minimum legal private company capital of DKK 125,000.

The case of this verdict was that the Danish company, Centros Ltd., established a company in England and Wales with a share capital of £100 without establishment of any business operations in England and Wales.

The Danish Commerce and Companies Agency was of the opinion that this was an avoidance of the legislation in Denmark requiring a minimum of DKK 125,000 as private company capital.

The case was brought before the Danish Supreme Court, which referred the question to the European Court of Justice. The court decided that:

“It is contrary to Articles 52 and 58 of the EC Treaty for a Member State to refuse to register a branch of a company formed in accordance with the law of another Member State in which it has its registered office but in which it conducts no business where the branch is intended to enable the company in question to carry on its entire business in the State in which that branch is to be created, while avoiding the need to form a company there, thus evading application of the rules governing the formation of companies which, in that State, are more restrictive as regards the paying up of a minimum share capital...”

Branch in another EU country

Order online - Only €1,100.00

UK Ltd company with branch inside the EU

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Order UK Ltd company with branch inside the EU here...

Nominee

Nominee directors and owners assure your anonymity in all types of companies, and there are a number of documents that ensure your ownership status.

Nominee director - the nominee director is the actual director in the company. When you buy the company from us you receive an undated notice and a declaration of intent from the director, so that you at any time can replace your director without any problems.

Nominee owner - the nominee owner is the actual owner of your company, and to protect your assets you receive a declaration of trust that combined with a General Meeting protocol to your bank appoints you as the only person authorised to bind your company. Depending on the bank you work together with the nominee owner also signs a power of attorney declaration to the bank, which may be worded like this:

General Power of Attorney
– with a comprehensive general power of attorney issued by the nominee director; with that you can yourself open new bank accounts and issue new powers of attorney according to demand.