Step-by-step guide to setting up a Limited Company for crypto investments

TAX STRATEGYUK TAX
5 min read
First published:
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Sam Adams
Written by
Samantha Adams
Head of Content

As a crypto investor in the UK, you may be exploring new ways to manage your assets and optimise your tax position. Setting up a limited company is one way to restructure your crypto trading for better tax efficiency and to protect your personal finances. However, the process can feel overwhelming without proper guidance. In this article, we’ll break down the steps involved in setting up a limited company, so you can confidently decide if it's the right choice for you.

For a more detailed look at the pros and cons of a limited company structure in comparison to sole trader, check out our blog "Should you switch from Sole Trader to Limited Company?".

What is a Limited Company and why set one up for crypto investments?

Forming a limited company is a popular option for many crypto investors because it creates a separate legal entity from you as an individual. This means the company holds responsibility for profits, liabilities, and tax obligations, rather than you personally.

Here's a quick look at some key benefits:

  • Personal liability protection: as a limited company, you're not personally responsible for the company's financial losses.
  • Legal protection: your company name will be legally protected.
  • Flexible ownership transfer: Selling or transferring ownership of the company is simple.
  • Potential tax efficiency: You may pay less personal tax than you would as a sole trader, depending on your specific situation.

You can explore these in more detail, by reading more in our detailed blog "Should you switch?" which highlights the advantages and disadvantages.

Step-by-step guide to setting up a Limited Company for crypto investments

  1. Choose a company name and register with Companies House: Your first step is selecting a unique company name and registering the company with Companies House. This process involves filing key documents and incorporating your company. Keep in mind that you’ll also need to check the availability of your chosen name and ensure it complies with UK regulations.
  2. Appoint directors and shareholders: As the founder, you’ll normally act as the company’s director. Your name will be publicly available and this also makes you legally responsible for company records, accounts and performance. You’ll also need to assign shareholders or guarantors. A company can have multiple directors, shareholders, and even a company secretary, depending on your preferences.
  3. Prepare legal documents:
    Memorandum of Association
    : This document is signed by all shareholders to confirm their agreement to form the company. It’s created automatically when you register online, but if you’re registering by post, you’ll need to submit this manually using the government memorandum of association template.
    Articles of Association: This is a set of rules agreed upon by shareholders, directors, and company secretaries, dictating how the company will operate. You can either adopt 'model articles or write your own.
  4. Open a business bank account: Separating your personal and business finances is essential. Although it’s not legally required to open a business account it ensures that company income and expenses are kept distinct, which is particularly important for tax reporting.

Once your company is registered, you'll need to maintain comprehensive records and fulfil various reporting obligations, such as:

  • Company records: of directors, shareholders, secretaries, and any major transactions such as issuing shares or taking out loans.
  • People with Significant Control (PSC) Register: anyone who owns more than 25% of the shares or controls the company.
  • Accounting and financial records: maintain detailed records of income, expenses, assets, and debts, so you can file annual accounts and a company tax return.

Tax reporting and filing requirements for Limited Companies

Your limited company must file annual accounts and a Company Tax Return with both HMRC and Companies House. This includes:

  • Annual Returns: Submitting a confirmation statement about your company's structure, including directors and shareholders.
  • Financial Accounts: Filing a balance sheet, profit and loss statement, and other financial documents to provide a full picture of the company’s activities.

Make sure you stay on top of all tax deadlines and obligations. Failing to file or maintain accurate records can result in hefty penalties, including fines of up to £3,000 or disqualification as a company director.

Accounting records:

As a limited company, you need to keep on top of your accounting records, including:

  • money received and spent by the company
  • details of company-owned assets
  • debts the company owes or is owed
  • stock the company owns at the end of the financial year
  • stocktakings you used to work out the stock figure
  • all goods bought and sold, along with who you bought and sold them to and from

You must keep financial records, information and calculations you need to prepare and file your annual accounts and Company Tax Return, this could be in the form of:

  • cash books, orders and delivery notes
  • invoices, contracts, sales
  • bank statements and correspondence

Using Recap for Companies can simplify tracking your crypto transactions and calculating your tax position, making it easier to prepare accurate reports for HMRC. You’ll also find other accounting software that can help keep track of traditional finance business expenses and accounts.

Buying, trading, and mining crypto as a UK Limited Company

Buying crypto as a Limited Company

If you're looking to invest in cryptocurrency as a limited company, the process is very similar to how you'd buy crypto as an individual. The key difference is that you'll be making the purchase on behalf of the company, so the crypto will be treated as a company asset. To do this:

  1. Open a business account on a crypto exchange: Make sure the exchange allows corporate accounts, as some exchanges only support personal users. Coinpass and Kraken are some of the most popular exchanges for companies in the UK, both approved by the FCA.
  2. Set up a crypto wallet: A business wallet, often a multi-signature wallet, is recommended for security. Ensure your chosen wallet is compatible with your company’s needs, such as whether it's accessible for short-term trading or more suitable for long-term holding.
  3. Record transactions: As with all financial transactions, you must keep a record of any crypto purchases, including the price and date of the transaction, for tax purposes.

Trading crypto through a Limited Company

Crypto trading through a limited company works in much the same way as personal trading, but the tax treatment differs. Profits from trading may be subject to corporation tax rather than capital gains tax. Here's how to trade as a company:

  1. Establish a trading strategy: Whether day trading or holding crypto long-term, ensure your strategy aligns with your company goals.
  2. Use appropriate tracking tools to account for all trades: Track all your trades and provide real-time reporting for tax purposes. Each trade must be recorded, including the buy/sell price, fees, and dates, to meet HMRC requirements for filing annual accounts and tax returns.

Crypto mining through a Limited Company

If you're engaging in cryptocurrency mining through a limited company, the process involves managing both operational and tax-related complexities:

  1. Acquire mining equipment: Mining requires specialised hardware, and any equipment you buy will be considered a company asset.
  2. Set up the business infrastructure: Consider the costs of electricity and maintenance, as these can be claimed as business expenses.
  3. Record mining earnings: Any mined crypto should be treated as company revenue, and you’ll need to track the fair market value of each mined coin at the time it’s generated.

Simplify your Limited Company accounting with Recap

Setting up a limited company can feel daunting, but by considering the steps above, you can streamline the process. Keep in mind the key responsibilities you'll face once your company is operational, including record-keeping and filing tax returns.

Recap can help simplify your crypto accounting, ensuring that your tax obligations are met and your investments are accurately tracked. Whether you're a new or experienced crypto investor, Recap's tools are designed to make managing your limited company easier.

For more guidance on how to stay compliant with HMRC, check out our UK Crypto Tax Guide for Limited Companies.

How do I register a Limited Company for trading crypto?

To register a limited company for trading or holding crypto assets, the process is the same as for any business. You need to first incorporate the company through Companies House and then register with HMRC for corporation tax. If engaging in high-value crypto transactions you may need to check compliance with AML (Anti-Money Laundering) regulations.


How is a Limited Company taxed when trading or holding cryptocurrency?

A limited company trading or holding cryptocurrency is subject to corporation tax on any gains from the sale of crypto assets. Additionally, any profits generated from crypto trading, mining, or staking activities will also be taxable. The company will need to track the fair market value (FMV) of any cryptocurrency at the time of acquisition and disposal, ensuring compliance with HMRC’s guidelines. Regularly filing tax returns and reporting crypto gains is essential to avoid penalties. Take a look at our crypto tax guide for UK companies for more detail.

What type of wallet should I use for my company’s crypto assets?

Using a wallet that offers business features is important for security and compliance. A multi-signature wallet is recommended, as it requires multiple approvals for transactions, which is ideal for companies with multiple directors or stakeholders. There are also custodial solutions available for larger businesses that prefer not to manage private keys themselves.


Can I buy crypto as a Limited Company?

Yes, your limited company can buy crypto in its name. The process involves creating a business account on a cryptocurrency exchange and using a business bank account to fund the purchase. The purchased crypto will be a company asset and must be recorded accordingly for tax purposes.


How is trading crypto taxed in a Company?

Unlike individual crypto investors who pay capital gains tax, companies will pay corporation tax on profits generated from crypto trading. It’s important to track each trade’s value at the time of the transaction to ensure accurate reporting to HMRC.


Can a Limited Company mine crypto?

Yes, a limited company can engage in crypto mining. Any mined crypto is treated as company income, and mining expenses such as equipment and electricity costs can be claimed as business expenses. Keep in mind that mined crypto is also subject to corporation tax.

How does a Limited Company owner get paid when dealing with cryptocurrency?

As a company director, you can receive income from your limited company in several ways: salary, dividends, or director’s loans. Salaries are subject to PAYE tax, and the company is responsible for deducting tax and National Insurance. Dividends, often paid from the company's post-tax profits, are taxed at a lower rate and can offer potential tax savings. If your company trades or holds cryptocurrency, these dividends could reflect crypto profits. A director’s loan is another option for withdrawing funds, but keep in mind that specific rules apply regarding repayments and potential tax implications.