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Sole trader changing to limited company

  • Member PM.Dip
  • Practice Licence
  • 67 posts
  • # 95257

I am going to see a client whom I have been been producing year end accounts for. This year he has told me that he has effectively closed his sole trader business and started up a new business, a limited company.I have  a list of questions already to ask him but was hoping that colleagues with experience of this occurance could assist me in getting all the information I need as I have not dealt with this scenario before.

The new business is essentially the same line of work but now  a limited company, VAT registered with a new identity and of course now more complex accounting required (I will explain to him that I am only able to produce draft accounts for the ltd company)

I have already quoted to complete his final year accounts for his old sole trader business but was looking for some guidance as to what questions I should be asking and what I should be aware of regarding the accounting required for the start of this new business.

I understand that he is effectively closing one business and starting up a completely new one even though the service he provides has not changed to clients. He has purchased equipment as a sole trader which was capitalised on his sole trader books but I assume he will be using this same equipment for his new business going forward. How do I treat these assets for the close of the ST business and the opening of the new Ltd company? Should they be effectively be "sold" in the sole trader accounts for last year and then re-purchased by the limited company at the start of the trading year going forward? Or just brought in to the books as owners capital? (apologies if this is a daft question!)

I have questions for him regarding his VAT status too as he has already registered the Ltd company and registered for VAT although he makes very few purchases at all (serviced based business) and his turnover as a sole trader was well below the threshold for compulsary VAT registration so I am suspicious that this could end up being an error on his part (I don't know what VAT scheme he is registered for as yet ). 

At the moment that is all I know and my meeting with him is to get more information but if anyone can offer me some pointers on what to look out for I would be very grateful! 

 

Thank you in advance

Karen

 

  • 115 posts
  • # 95263

Hi Karen

I too had a sole trader who became a ltd Company. Rather than type it all out, email me (stwilson@uwclub.net) and I`ll give you my number and we`ll talk on the phone.

Steve

  • Member PM.Dip
  • Practice Licence
  • 67 posts
  • # 95264

Thank you Steve that's great. I'll contact you tomorrow (Wed) as I work from client's offices all day today.

Many thanks

Karen 

  • 491 posts
  • # 95308

 

Hi Karen

I've had this happen too. In my experience, my clients already had an Accountant so I was only responsible up to trial balance with both structures. 

The changeover was very simple really, a new VAT number is issued because it is the 'company' that are registered, which is different to a Sole Trader, where it's the person that's registered, so you need to be mindful of that - but if your client wasn't previously registered, then this simplifies it somewhat.

There are a few differences with invoices..........where as with a sole trader, the invoice can be in the name of the business or the sole trader........with a limited company, the invoices must be in the name of the company. Accountants are aware that this can take a while to organise, so are willing to overlook the first month or two of invoices that may still be in sole trader names, but by month 3, you need to lean on your client much more if they're still giving you invoices without the Limited name on.

Expenses and reimbursements are another major difference. For example, whereas your sole trader may have been putting through his fuel and vehicle costs etc, this is not so easy in a limited company. If your client is a director, he will be able to claim a mileage allowance, but if he wanted to claim all his vehicle costs instead, then the vehicle needs to be owned by the company - and then it may have other implications of him using a company vehicle!

Credit Cards.......these need to be a business credit card. Do not allow your client, as director of his own limited company, to use his personal credit card for business expenses, this causes all sorts of issues and P11D hassle

I'm sure the Steve will have mentioned these and much more  but I hope this helps too

Carol

  • Member PM.Dip
  • Practice Licence
  • 67 posts
  • # 95318

Thank you Carol, that's all really useful information.

I'm sure that he hasn't got a company credit card so I will suggest to him that he registers for one, I hadn't thought of that. 

I have advised my client that he contacts an accountant as soon as possible as there are quite a few tax issues which have arisen which I cannot advise him on. Steve also suggested I go with him to his meeting with the accountant which I have offered to do.

Many thanks for you help Steve & Carol which is greatly appreciated.

Karen 

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