When should a sole trader become a limited company?
By The SoleKit team. Published , updated .
On 2026/27 rates a limited company does not save tax over a sole trader at £30,000, £50,000 or £80,000 of profit if you draw everything out: it costs £1,064.75, £1,406.25 and £1,946.52 more respectively. Incorporate when you can leave profit in the company, need limited liability or your customers require it.
Steps at a glance
- 1Work out your likely profit. Use last year’s figures or a realistic forecast. The comparison depends on profit, not turnover.
- 2Compare the tax both ways. Sole trader: income tax plus Class 4. Company: employer NI on a small salary, corporation tax, then dividend tax on what you draw.
- 3Ask how much you will leave in the business. Profit retained in a company is taxed at corporation tax rates only. That is where the saving lives.
- 4Weigh the non-tax reasons. Limited liability, customer requirements, credibility, bringing in a partner or investor, and selling the business later.
- 5Price the extra admin. Annual accounts, a confirmation statement, a corporation tax return, payroll for your salary and dividend paperwork.
- 6Register at Companies House and tell HMRC. Incorporation takes a day online. Register for corporation tax within three months of starting to trade, and for PAYE before the first salary.
How is a sole trader taxed compared with a company?
A sole trader pays income tax and Class 4 National Insurance on the whole profit, whether or not they spend it. A company pays corporation tax on its profit, and the director then pays income tax, National Insurance or dividend tax on whatever they take out. Two layers instead of one, but each layer can be lower, and anything left in the company is only taxed once. The comparison below uses the standard director strategy: a salary of £12,570, which uses the personal allowance and sits at the employee National Insurance threshold, with every remaining pound paid out as dividends.
| Charge | Rate | Applies to |
|---|---|---|
| Income tax, basic | 20% | Taxable income to £37,700 |
| Income tax, higher | 40% | £37,700 to £125,140 |
| Class 4 NI | 6% / 2% | £12,570 to £50,270, then above |
| Employer NI | 15% | Salary above £5,000 |
| Corporation tax | 19% / 25% | Profit to £50,000; above £250,000; marginal relief between |
| Dividend tax | 10.75% / 35.75% | Above the £500 allowance, by band |
Which pays less tax at £30,000, £50,000 and £80,000?
| Profit | Sole trader | Company | Difference |
|---|---|---|---|
| £30,000 | £4,531.80 | £5,596.55 | Company pays £1,064.75 more |
| £50,000 | £9,731.80 | £11,138.05 | Company pays £1,406.25 more |
| £80,000 | £22,288.60 | £24,235.12 | Company pays £1,946.52 more |
The working for £50,000. Sole trader: taxable income £50,000 − £12,570 = £37,430, all in the basic band, so income tax £7,486.00; Class 4 at 6% on £37,430 is £2,245.80; total £9,731.80. Company: salary £12,570 with employer NI of £1,135.50 leaves £36,294.50 of taxable profit; corporation tax at 19% is £6,895.96; the £29,398.54 left is paid as dividends and, after the £500 allowance, taxed at 10.75%, which is £3,106.59; total £11,138.05.
At £80,000 the sole trader’s income tax is £19,432.00 (part at 40%) and Class 4 is £2,856.60, total £22,288.60. The company’s profit after salary is £66,294.50, above £50,000, so marginal relief applies and corporation tax is £13,818.04; dividends of £52,476.46 straddle the basic and higher bands and cost £9,281.58; total £24,235.12.
Assumptions: rest-of-UK income tax rates, no other income, no pension contributions, no student loan, no Employment Allowance (a sole director paying only themselves cannot claim it), and every pound after tax is drawn as dividends. Pension contributions paid by the company change the answer materially and are ignored here. Run your own numbers through the self assessment calculator and the dividend vs salary calculator.
So when does a company save tax?
When you do not need all the profit. Money kept in the company is taxed at corporation tax rates only: 19% up to £50,000, rising through marginal relief to 25% at £250,000. A sole trader earning £80,000 pays 42% on the top slice (higher rate tax plus 2% Class 4) whether they spend it or not. If the £80,000 company leaves £30,000 in the business, that slice costs £5,700.00 of corporation tax now and dividend tax only when it is eventually drawn, perhaps in a low-income year or as a pension contribution with no dividend tax at all. The bigger the gap between what you earn and what you spend, the stronger the case for a company. If you spend everything you earn, the sole trader route is simpler and, on 2026/27 rates, cheaper.
Does the answer change with other income or in Scotland?
Yes, at the edges. If you have a salary from employment as well, your personal allowance is already used, so the company’s £12,570 director salary would be taxed and the sole trader comparison shifts. Above £100,000 of income the personal allowance tapers away at 50% in the pound for both structures. Scottish taxpayers pay Scottish rates on sole trader profit and on salary, but dividend rates are UK-wide, which can make dividends relatively more attractive north of the border. The calculators linked above handle both cases; this guide uses rest-of-UK rates throughout.
What are the non-tax reasons to incorporate?
- Limited liability: if the business fails, creditors claim against the company, not your house, unless you gave personal guarantees.
- Customers who will not engage sole traders, which is common in IT contracting, construction and public sector supply chains.
- Bringing in a business partner or outside investor through shares.
- Selling the business or passing it on, since a company is a separable asset.
- Perception: some clients see “Ltd” as more established.
What does a company cost in admin?
Annual accounts filed at Companies House and with HMRC, a corporation tax return, a confirmation statement each year, payroll submissions for your salary every month, board minutes and dividend vouchers for each dividend, and a separate business bank account. Most directors pay an accountant for this, and that fee alone can wipe out a modest tax saving. You also lose some privacy: your name, service address and the company’s accounts are public. Your personal VAT position does not change; the company is a new VAT person and its own turnover counts towards the £90,000 threshold from the day it starts trading.
How do I register a limited company?
Choose a name that is not already taken or too similar to an existing company, decide on at least one director and one shareholder (you can be both), and a registered office address in the UK. Register online at Companies House; most applications are approved the same day. Then register the company for corporation tax within three months of starting to trade, set up PAYE before you pay yourself a salary, and open a business bank account in the company’s name. Invoices from the company must show the full registered name; our invoice generator has a field for the company number and registered office, and the sole trader invoicing guide covers what changes when you switch.
Source: GOV.UK: Set up a private limited company; Companies House; GOV.UK: Tax on dividends; GOV.UK: Self-employed National Insurance rates; HMRC: Rates and thresholds for employers 2026 to 2027. Last updated .
Frequently asked questions
- At what profit does a limited company become worth it?
- On 2026/27 rates there is no profit level at which a company beats a sole trader purely on tax if you draw everything out, because the dividend rates and employer National Insurance now outweigh the corporation tax advantage. The saving comes from retaining profit or paying pension contributions through the company. Most people who incorporate below £50,000 do it for liability or customer reasons.
- Can I pay myself only dividends and no salary?
- You can, but a salary of £12,570 is almost always better. It is deductible for corporation tax, costs no employee National Insurance, and because it is above the £6,708 lower earnings limit it earns a qualifying year for the state pension. Dividends alone earn no pension record.
- Do I need an accountant for a limited company?
- Not by law, but most directors use one. Accounts must follow a set format, corporation tax returns must be filed online in a specific form, and the penalties for late filing start automatically. Budget for the fee when comparing the two structures.
- Can I switch back to being a sole trader?
- Yes. You transfer the business out of the company, settle its tax, and apply to strike it off or wind it up. There can be tax on assets leaving the company, so plan it with an accountant. It is easier to incorporate later than to unwind a company, which is another reason not to rush.
- Does registering a company change my VAT position?
- The company is a separate taxable person, so its turnover is counted from scratch against the £90,000 threshold. If you were VAT-registered as a sole trader you can transfer the registration number to the company. Either way, going over the threshold triggers the same 30 day deadline.
Tools for this guide
- Dividend vs salaryCompare how much a limited company director keeps from a salary, dividends or a mix of both.
- Self assessment calculatorEnter your sole trader profit and see income tax, Class 2 and Class 4 National Insurance and payments on account.
- Day rate calculatorConvert a contractor day rate into an equivalent salary, or a salary into the day rate you should be charging.
More guides
Cite this page: “When should a sole trader become a limited company?”, SoleKit, https://solekit.co.uk/guides/when-to-register-a-limited-company