Irish limited company while UK resident: where your company is resident for tax
Ireland looks at where the company was formed, the UK at where you actually run it. If the two fall apart, the convention no longer settles it by a fixed rule: the two tax authorities have to agree.
The question sounds like a formality and yet decides everything: if you live in the UK and your company is an Irish limited company, which country is that company at home in for tax? The short answer: Ireland looks at where it was formed, the UK at where you actually run it. If the two fall apart, both claim the same company, and the UK-Ireland convention now leaves the answer to the two tax authorities. Anyone who decides about their Irish limited at the kitchen table in Leeds, Bristol or Belfast therefore almost always has a company that is resident for tax in the UK, at least as far as the UK is concerned.
Two countries, two rules for the same company
Ireland looks at incorporation. Since the Finance Act 2014, section 23A of the Taxes Consolidation Act 1997 provides that a company incorporated in Ireland is resident in Ireland for Irish tax. That applies to every company incorporated from 1 January 2015, and since the end of a transition period on 31 December 2020 to older ones as well. The Irish tax administration, Revenue, describes this on its page on company residence rules, last published on 16 October 2026.
The sentence has a second half, though, and that is what counts. Subsection 2 of the same provision says: if an Irish company is treated under a double taxation agreement as resident in another state, it is treated as not resident in Ireland for Irish tax. The incorporation rule is therefore subject to the treaty.
The UK looks at management. A company incorporated in the UK is UK resident by statute, under section 14 of the Corporation Tax Act 2009. For a company incorporated abroad, such as an Irish limited, the older rule of case law applies, and HMRC states it in its International Manual with the words of the House of Lords in De Beers v Howe: a company resides where its real business is carried on, and the real business is carried on where the central management and control actually abides. Where that is, is a question of fact, not an entry in a register.
Alongside this stands your own tax position. Since 6 April 2025 every UK resident has been taxed on worldwide income and gains as they arise, as HMRC’s helpsheet HS266 puts it. For everything the limited pays out to you or pays you, the UK is at the table in any case, wherever the company itself is resident.
What central management and control means in everyday life
British case law speaks of central management and control, and Revenue in Ireland uses the same words. Both mean the same thing: the level at which the big decisions are made. In its manual on company residence (last reviewed in May 2026), Revenue lists the points it looks at: where policy decisions are taken, where the majority of the directors live, where major contracts are negotiated, where the board meets and where the head office is. What counts, expressly, is the highest level of control, meaning strategy, major investments, important contracts, buying and selling parts of the business, and not the day-to-day handling of orders. HMRC says the same: it is the highest level of control of the business that counts.
For a typical limited with one shareholder, that means: central management sits where you sit when you decide. You accept the job, you set the prices, you hire, you sign the big contract. If you live in the UK and do that from there, central management and control is in the UK, even if the business address is in Dublin and the post arrives there.
One point regularly causes confusion. Irish company law requires under section 137 of the Companies Act 2014 at least one director resident in a state of the European Economic Area, or failing that a bond of €25,000; a company with a certificate of a real and continuous link to an economic activity in Ireland under section 140 is exempt. Since Brexit the UK is not an EEA state, so a director living in the UK does not satisfy that rule on their own. And even a director who does answers only company law. Tax law asks a different question: not where the director is registered, but where the decisions are actually made. Revenue and HMRC both cite Bullock v Unit Construction for this: it is judged on the facts of each case. A director in Ireland who signs what was decided in the UK does not, as a rule, move central management.
When both countries claim the company: the convention
At this point the same company has two residences: in Ireland through incorporation, in the UK through central management and control. The UK-Ireland double taxation convention of 2 June 1976 recognises residence under the law of either country in Article 4(1), expressly including the place of management. For a company resident in both, its Article 4(3) used to give a single answer: the country of its place of effective management.
That rule no longer applies. Both countries have adopted Article 4 of the multilateral instrument (MLI), which replaces Article 4(3); in the UK it has had effect for corporation tax from 1 April 2020. Since then, for a company resident in both countries, the two tax authorities shall endeavour to determine by mutual agreement which country it is resident in for the convention, having regard to its place of effective management, the place of its incorporation and any other relevant factors. Without such agreement the company is not entitled to any relief or exemption under the convention, except as the authorities agree.
The UK side of the chain is section 18 of the Corporation Tax Act 2009: a company the convention treats as resident in another country is non-UK resident for all of UK corporation tax. On the Irish side, section 23A(2) TCA 1997 does the same in reverse. For the agreement, HMRC’s guidance on tie-breakers weighs incorporation, management, staff, premises and economic links, and for a company with only a brass plate in one country and its directors, staff and business in the other, it expects residence to go where the business is. For your limited, run from your desk in the UK, that is the UK.
Which country the convention gives the right to tax for the rest of your income, from dividends to pensions, is described as a whole on the page on the UK-Ireland double taxation convention.
An Irish Ltd run from the UK: which taxes follow
The 12.5 per cent for which Irish companies are known applies, according to Revenue’s overview of the basis of charge, to trading income. Even from the Irish point of view it assumes that the company is actually run from Ireland: if it is run from abroad, its profits face the rate of 25 per cent instead of 12.5 per cent, as the page on Irish corporation tax and the 12.5 per cent explains. With residence and central management in the UK, UK law comes on top, and then it is the yardstick.
A company that is UK resident pays UK corporation tax on all its profits wherever arising, under section 5 of the Corporation Tax Act 2009, not only on a UK share. According to GOV.UK the main rate is 25 per cent, the small profits rate 19 per cent up to £50,000 of profit, with marginal relief up to £250,000. Even if the two authorities agreed that your company is Irish, the UK would keep a claim: the convention names a place of management as the first example of a permanent establishment in Article 5(2), and a non-UK resident company that trades in the UK through a permanent establishment pays UK corporation tax on the profits attributable to it. Your study at home can become the permanent establishment of an Irish company in exactly this way.
In company law the limited remains an Irish company, with an Irish address, Irish register obligations and accounts under Irish law. So you have the obligations of an Irish company and the taxes of a British one, two sets of books, two authorities and two sets of deadlines. Anyone who later lets an existing limited slide out of Ireland into UK residence should also know what Revenue writes about ceasing to be resident: if a company ceases to be tax resident in Ireland, its assets are treated as disposed of at market value, and tax is due on the gain, with the exceptions Revenue names there.
The company is really run in Ireland, you live in the UK
The reverse case is rarer, but it exists: the company has real management in Ireland, with directors who live there and decide for themselves, and you are a shareholder living in the UK. Then the limited is resident in Ireland under section 23A TCA 1997, its central management and control is not in the UK, and there is no conflict for the convention to resolve. The company pays its corporation tax in Ireland, and for you as a person three British topics remain.
First, dividends. Under Article 11(1) of the convention the UK may tax the dividends you receive as a UK resident. Ireland may tax them at source as well, but for a resident of the UK at no more than 15 per cent of the gross amount, and the UK gives credit for that Irish tax under Article 21(2). In the UK, dividends above the dividend allowance of £500 are taxed, according to GOV.UK, at 10.75, 35.75 or 39.35 per cent from 6 April 2026, depending on your band.
Second, the anti-avoidance rules. The UK’s controlled foreign company rules charge only UK resident companies that have interests in a foreign company, as section 371AA of the Taxation (International and Other Provisions) Act 2010 sets out; an individual holding the limited directly is not charged under them. For individuals the counterpart is the transfer of assets abroad code. Under sections 720 and 721 of the Income Tax Act 2007, a UK resident who, as a result of a transfer of assets, has power to enjoy income of a person abroad can be taxed on that income as if it were their own, whether or not anything was paid out. A company abroad is such a person, and a limited whose real work you do from the UK is the kind of case the code is aimed at. The way out is in section 737: you are not charged if you satisfy HMRC that avoiding tax was not one of the purposes of the transactions, or that they were genuine commercial transactions not more than incidentally designed to avoid tax.
Third, your pay as a director. Article 15(3) of the convention treats a director’s remuneration like pay from an employment: it is taxable in the UK, where you live, and Ireland may tax it to the extent the work is done in Ireland, with credit in the UK under Article 21. The Irish peculiarity that the director of an Irish company holds a public office is explained on the page on the Irish company, in the section on the director.
Your UK company: the same question in reverse
Many British readers start with a UK company and ask the question the other way round: what happens to it when I move to Ireland and run it from there? Under UK law it stays UK resident, because section 14 of the Corporation Tax Act 2009 attaches residence to incorporation in the UK, whatever case law would say about management.
Ireland, for its part, applies the central management and control rule to companies incorporated abroad: according to Revenue, a foreign company centrally managed and controlled in Ireland is resident in Ireland for tax. Then the same conflict arises as above, with the same answer: the two tax authorities decide by mutual agreement under Article 4(1) of the MLI. If they agree that the company is Irish, section 18 makes it non-UK resident, and then section 185 of the Taxation of Chargeable Gains Act 1992 applies: a company that ceases to be UK resident is deemed to have sold all its assets at market value and to have reacquired them immediately. Assets that remain in use for a UK permanent establishment are excepted.
For both directions the same applies: whoever lives in one country and decides from there makes their company, sooner or later, a company of that country, and the order of the steps decides what it costs.
The clear solution: residence and management in the same place
From all of this follows a simple rule. An Irish limited is an Irish company for tax when it is run in Ireland, and that is most reliable when you live in Ireland yourself and run it from there. Then your residence, your tax registration and the company’s management are in one place, and the question an inspector in the UK would ask is answered by the facts.
On the way there, the order counts. Anyone who forms the limited while still living in the UK and runs it from there until the move has a company managed in the UK for that period. Anyone who holds shares in a company and leaves the UK should also know what the UK still taxes when you go, and when it comes back for it: that is on the page Leaving the UK: what is taxed. And anyone who keeps a home in both countries for a while will find the rules for that under Two homes.
How the formation works in practice, which forms are available and what each package includes is shown in the overview of the Irish company packages. The operating company itself, with a business address in Dublin and a company secretary, is the Irish Limited. The tax framework in Ireland, from income tax to non-dom status, is brought together in the section on tax.
Frequently asked questions
Can I have an Irish limited company while I live in the UK? Yes. Irish company law asks for at least one director resident in the EEA, and the UK no longer counts as one, so a company with only UK-resident directors needs the €25,000 bond or the certificate the Act provides. Whether the company then pays tax in Ireland or in the UK is decided by where it is actually run.
Does an Irish Ltd have to pay tax in the UK? If it is run from the UK, yes: under UK law it is UK resident through central management and control and pays corporation tax on all its profits, and the convention gives it relief only if the two tax authorities agree otherwise. If it is run in Ireland, it pays its corporation tax in Ireland, and the UK reaches the dividends you receive and, under the transfer of assets abroad code, income you have power to enjoy where avoiding tax was one of the purposes.
Is a business address in Dublin enough? For the register, yes; for tax it is one indicator among several. Revenue asks where decisions are taken, where the majority of directors live and where the board meets, HMRC looks at the same, and the address alone answers none of these questions.
What does the move to Ireland change? With the move, management goes with you. If you run the limited from Ireland from then on, it is resident there, and the incorporation rule and the management rule point to the same country.
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