UK MARKET ENTRY · PRACTICAL GUIDE

How to Set Up a UK Branch for an Overseas Company

A UK branch can be a practical way for an overseas company to establish a real operating presence in the United Kingdom without incorporating a separate UK subsidiary. But a branch is not a separate company: the overseas parent remains the legal entity behind the UK operation.

Updated 30 October 2026

What is a UK branch?

Companies House uses the term UK establishment for a place of business or branch of an overseas company in the UK. Commercially, people often refer to this simply as a UK branch.

The important point is that the branch is not a separate legal entity. The overseas company remains responsible for the UK operation, its contracts and its liabilities. This is the central distinction from a UK subsidiary, which is a separate UK company owned by the overseas parent.

When does an overseas company need to register a UK establishment?

Carrying on business with UK customers does not automatically mean that an overseas company must register with Companies House. The registration question is closely connected to whether the company has a degree of physical presence in the UK, such as a branch or place of business from which it carries on business.

Companies House guidance also explains that an independent agent acting for the company, or an occasional location such as a hotel used during periodic visits, does not by itself amount to a UK establishment.

How to register a UK branch

For a first UK establishment, the overseas company normally registers with Companies House using form OS IN01. The process requires considerably more information about the foreign parent than incorporating a new UK limited company.

1. Confirm that a branch is the right structure

Before filing anything, decide whether the parent company genuinely wants to operate directly in the UK. A branch can make sense where the overseas business wants one legal entity, direct control and a UK operating presence without creating a separate subsidiary.

But the absence of a separate legal entity also means the overseas parent is directly exposed to the obligations and liabilities of the UK operation. For businesses expecting substantial UK contracts, employees, investment or local management, a subsidiary may provide a cleaner long-term structure.

See the detailed comparison: UK Subsidiary vs Branch: Which Structure Should an Overseas Company Choose?

2. Prepare the overseas company documents

Companies House may require a certified copy of the overseas company's constitutional documents and, depending on the accounting requirements in its home jurisdiction, its latest accounts. Documents that are not in English may require certified English translations.

This is one reason branch registration can involve more documentary preparation than incorporating a straightforward UK subsidiary.

3. Complete form OS IN01

OS IN01 covers both the overseas parent and the UK establishment. It asks for information about the overseas company, its officers, the UK establishment and the people authorised to represent it.

Current Companies House guidance states that the filing should be made within one month of opening the UK establishment. The filing requirements and fees can change, so the current Companies House form and guidance should always be checked at the time of registration.

4. Appoint the permanent representative

The UK establishment must provide details of at least one permanent representative authorised to represent the company in relation to the establishment. Companies House asks for the representative's authority and whether that authority can be exercised alone or jointly.

The permanent representative does not necessarily have to be resident in the UK. The appointment should nevertheless fit the actual governance and operating model of the branch.

5. Deal with Companies House identity verification

Companies House identity verification now forms part of the registration and ongoing compliance regime for overseas companies. Current guidance requires the relevant directors to verify their identity and provide their Companies House personal codes in connection with the applicable filings.

This should be organised before submission so that registration is not delayed by missing verification details.

6. Register and manage UK tax obligations

A foreign company operating through a UK branch or office can be within UK Corporation Tax in relation to its UK activities. A branch or office is also among the examples of a fixed place of business relevant to the UK permanent-establishment rules, subject to the detailed statutory provisions and any applicable tax treaty.

The tax analysis should therefore cover not only Companies House registration but also the nature of the UK activities, where contracts are concluded, people and premises, profit attribution, VAT, payroll and transactions between the UK operation and the wider overseas business.

7. Understand the ongoing filing obligations

Registration is not the end of the process. An overseas company with a UK establishment has continuing Companies House disclosure and filing obligations. Changes to the parent company, officers, authorised representatives and UK establishment details may need to be notified, and accounting documents may also need to be filed depending on the circumstances.

For that reason, the branch should have a clear compliance calendar and an identified person responsible for coordinating the overseas head office with UK accountants, tax advisers and corporate advisers.

UK branch or UK subsidiary: which works better?

There is no universal answer. A branch may suit a company that wants the UK activity to remain legally integrated with the overseas parent. A subsidiary can be more suitable where the UK operation needs its own legal identity, governance, contracts, banking relationships, employees or future investors.

The decision should be made around the commercial operating model rather than simply comparing formation cost or speed.

Frequently asked questions

Is a UK branch a separate company?

No. A UK branch or UK establishment is part of the overseas company rather than a separate UK legal entity.

How do I register a branch in the UK?

An overseas company opening a registrable UK establishment generally uses form OS IN01 and submits the required information and supporting documents to Companies House.

How quickly must a UK branch be registered?

Current Companies House guidance states that the registration documents should be filed within one month of opening the UK establishment.

Do I need a UK branch if I only sell to UK customers?

Not necessarily. Companies House registration is generally connected to having a physical UK presence such as a branch or place of business. However, tax and other regulatory obligations can arise separately, so the operating facts need to be reviewed.

Does a UK branch pay Corporation Tax?

A foreign company with a UK branch or office can be liable to UK Corporation Tax on profits attributable to its UK activities. The precise treatment depends on the facts and applicable tax rules or treaties.

Should I choose a branch or subsidiary?

It depends on liability, governance, contracts, banking, employees, tax, reporting and the long-term UK strategy. The structure should follow the operating model.