Case Study

Case Study

How a UK Entrepreneur Avoided a £3,000,000+ Tax Bill When He Sells His Company

Company

Skyline Solutions

Company

Skyline Solutions

Company

Skyline Solutions

Services

Foundation Setup • Substance Building • Residency Planning

Services

Foundation Setup • Substance Building • Residency Planning

Services

Foundation Setup • Substance Building • Residency Planning

Industry

Professional Services

Industry

Professional Services

Industry

Professional Services

Year

2025

Year

2025

Year

2025

blue and yellow curtain wall building during daytime
blue and yellow curtain wall building during daytime
blue and yellow curtain wall building during daytime

A UK founder was preparing to sell a fast growing company. Without planning he faced a multi million pound personal tax bill on completion. We designed and executed a lawful structure involving a non UK holding company, a compliant residency reset, and a foundation based distribution model. The sale completed smoothly, funds settled fast, and the founder now enjoys flexible access to proceeds with a minimal effective rate while remaining fully compliant.

man sitting beside side table

Michael H.

CEO of Skyline Solutions

"We always dreamed of playing in the big league, but we didn’t know how to get there. The team gave us the plan, the structure, and the confidence to take that leap. Now Skyline is not just a builder — we’re a brand people trust."

The challenges they faced

Lack of exit planning meant the default outcome would trigger a full UK capital gains exposure.
Ownership sat directly in the founder’s personal name with no protective holding structure.
No international residency strategy to separate personal taxation from the sale event.
Confusion about HMRC clearance, substance, and how to achieve a compliant low rate.

Our approach

We performed a full pre exit assessment that mapped current shareholding, expected valuation, and timing. We then built a compliant pathway that aligned corporate structuring, personal residency, and cash flow of proceeds.

Step one: Personal residency strategy
We arranged a lawful change of personal tax residency to a European jurisdiction that does not tax foreign capital gains for new residents subject to clear eligibility rules. This created a clean separation between the founder and UK personal tax on the sale.

Step two: Corporate restructuring
We inserted a non UK holding company above the trading company through a share for share exchange. Voting and economic rights were mirrored. The founder now owned the holdco rather than the UK trading entity.

Step three: Foundation and distributions
We created a civil law foundation to hold the new parent. The founder began drawing a modest salary where needed for optics and substance while the majority of the sale proceeds would sit at the foundation level. Distributions could then be scheduled in a tax efficient manner under the new residency.

Step four: Advance comfort with authorities and banks
We prepared position papers for advisers and obtained professional opinions to support the steps. Banking was opened across multiple reputable institutions for proceeds, with clear source of funds files and transaction narratives.

Step five: Execution timetable
We coordinated signing and completion to occur only after personal residency and corporate steps were fully live. All paperwork, registers, and statutory filings were aligned to avoid any argument of sham or artificiality.

The challenges they faced

Lack of exit planning meant the default outcome would trigger a full UK capital gains exposure.
Ownership sat directly in the founder’s personal name with no protective holding structure.
No international residency strategy to separate personal taxation from the sale event.
Confusion about HMRC clearance, substance, and how to achieve a compliant low rate.

Our approach

We performed a full pre exit assessment that mapped current shareholding, expected valuation, and timing. We then built a compliant pathway that aligned corporate structuring, personal residency, and cash flow of proceeds.

Step one: Personal residency strategy
We arranged a lawful change of personal tax residency to a European jurisdiction that does not tax foreign capital gains for new residents subject to clear eligibility rules. This created a clean separation between the founder and UK personal tax on the sale.

Step two: Corporate restructuring
We inserted a non UK holding company above the trading company through a share for share exchange. Voting and economic rights were mirrored. The founder now owned the holdco rather than the UK trading entity.

Step three: Foundation and distributions
We created a civil law foundation to hold the new parent. The founder began drawing a modest salary where needed for optics and substance while the majority of the sale proceeds would sit at the foundation level. Distributions could then be scheduled in a tax efficient manner under the new residency.

Step four: Advance comfort with authorities and banks
We prepared position papers for advisers and obtained professional opinions to support the steps. Banking was opened across multiple reputable institutions for proceeds, with clear source of funds files and transaction narratives.

Step five: Execution timetable
We coordinated signing and completion to occur only after personal residency and corporate steps were fully live. All paperwork, registers, and statutory filings were aligned to avoid any argument of sham or artificiality.

The challenges they faced

Lack of exit planning meant the default outcome would trigger a full UK capital gains exposure.
Ownership sat directly in the founder’s personal name with no protective holding structure.
No international residency strategy to separate personal taxation from the sale event.
Confusion about HMRC clearance, substance, and how to achieve a compliant low rate.

Our approach

We performed a full pre exit assessment that mapped current shareholding, expected valuation, and timing. We then built a compliant pathway that aligned corporate structuring, personal residency, and cash flow of proceeds.

Step one: Personal residency strategy
We arranged a lawful change of personal tax residency to a European jurisdiction that does not tax foreign capital gains for new residents subject to clear eligibility rules. This created a clean separation between the founder and UK personal tax on the sale.

Step two: Corporate restructuring
We inserted a non UK holding company above the trading company through a share for share exchange. Voting and economic rights were mirrored. The founder now owned the holdco rather than the UK trading entity.

Step three: Foundation and distributions
We created a civil law foundation to hold the new parent. The founder began drawing a modest salary where needed for optics and substance while the majority of the sale proceeds would sit at the foundation level. Distributions could then be scheduled in a tax efficient manner under the new residency.

Step four: Advance comfort with authorities and banks
We prepared position papers for advisers and obtained professional opinions to support the steps. Banking was opened across multiple reputable institutions for proceeds, with clear source of funds files and transaction narratives.

Step five: Execution timetable
We coordinated signing and completion to occur only after personal residency and corporate steps were fully live. All paperwork, registers, and statutory filings were aligned to avoid any argument of sham or artificiality.

The results

The transformation was dramatic

Avoided an estimated £3,000,000 plus personal tax exposure on exit through lawful planning.
Secured buyer comfort that the restructuring would not delay completion.
Achieved clean funds flow into the foundation and holding company accounts within seventy two hours of completion.
Reduced effective personal tax rate on downstream living costs to a low single digit outcome under the new residency rules.
Obtained written professional opinions and complete audit trails that satisfied banking and compliance reviews.

Key takeaways

Exit planning must start before buyer negotiations or you inherit the default tax.
Separating residency, ownership, and distributions is the core of a compliant low rate outcome.
Substance, documentation, and banking readiness turn a good plan into a bankable reality.

The results

The transformation was dramatic

Avoided an estimated £3,000,000 plus personal tax exposure on exit through lawful planning.
Secured buyer comfort that the restructuring would not delay completion.
Achieved clean funds flow into the foundation and holding company accounts within seventy two hours of completion.
Reduced effective personal tax rate on downstream living costs to a low single digit outcome under the new residency rules.
Obtained written professional opinions and complete audit trails that satisfied banking and compliance reviews.

Key takeaways

Exit planning must start before buyer negotiations or you inherit the default tax.
Separating residency, ownership, and distributions is the core of a compliant low rate outcome.
Substance, documentation, and banking readiness turn a good plan into a bankable reality.

The results

The transformation was dramatic

Avoided an estimated £3,000,000 plus personal tax exposure on exit through lawful planning.
Secured buyer comfort that the restructuring would not delay completion.
Achieved clean funds flow into the foundation and holding company accounts within seventy two hours of completion.
Reduced effective personal tax rate on downstream living costs to a low single digit outcome under the new residency rules.
Obtained written professional opinions and complete audit trails that satisfied banking and compliance reviews.

Key takeaways

Exit planning must start before buyer negotiations or you inherit the default tax.
Separating residency, ownership, and distributions is the core of a compliant low rate outcome.
Substance, documentation, and banking readiness turn a good plan into a bankable reality.

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Sometimes the hardest part is reaching out but once you do, we’ll make the rest easy.

Phone

+44 7426 406285

Email & messengers

WhatsApp & Telegram below

Opening Hours

Mon to Fri: 7.30am - 6.30pm

Sat-Sun: Closed

4:08:25 PM

Sometimes the hardest part is reaching out but once you do, we’ll make the rest easy.

Phone

+44 7426 406285

Email & messengers

WhatsApp & Telegram below

Opening Hours

Mon to Fri: 7.30am - 6.30pm

Sat-Sun: Closed

4:08:25 PM

Sometimes the hardest part is reaching out but once you do, we’ll make the rest easy.

Phone

+44 7426 406285

Email & messengers

WhatsApp & Telegram below

Opening Hours

Mon to Fri: 7.30am - 6.30pm

Sat-Sun: Closed

4:08:25 PM