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Running a FIC

A family investment company is simple to run when it is set up well.

Directors, board meetings, accounts, Companies House filings and family conversations. This is what running a family investment company actually involves, and how to keep it light.

What running a FIC involves

A family investment company is a normal UK private company, so it has the normal obligations of one. It is not complicated, but it needs to be done properly. The documents only protect and save tax if the company is run as they say.

Directors and the board

The people who make decisions, usually the parents, with a short annual routine of meetings and records.

The articles and shareholders' agreement

The rulebook that sets the share classes, who can sell, and how decisions are made.

Accounts and tax returns

Statutory accounts, a corporation tax return and the loan account records, usually with your accountant.

Companies House and registers

Confirmation statement, PSC register, director details and the trust register where a trust is a shareholder.

Directors and the board

The directors run the company. In most families the parents are the directors, which, together with voting shares, is how they keep control. Some families add an adult child to prepare them for the future, or an independent professional to share the burden.

Directors owe their duties to the company. They must act within the powers in the articles, make decisions in the company's interests and keep proper records. In a family company the line between "my money" and "the company's money" is easy to blur. We help you keep that line clear.

A typical year is light:

  • one board meeting, or a written resolution, to approve the accounts;
  • a review of the investments;
  • a decision on any dividend and which share class receives it;
  • a decision on any repayment of shareholder loans;
  • a check that the filings are up to date.

Minutes can be short. Their purpose is to show that decisions were made deliberately and by the right people.

The articles and the shareholders' agreement

The articles of association set the rights attached to each class of shares, how directors are appointed, and when shares can be transferred. A shareholders' agreement is a private contract that goes further, covering how the family makes decisions, how a shareholder leaves and how disagreements are resolved.

We design these around your family, from a blank piece of paper, either through our in-house legal team or with your own solicitor. As the family changes, the documents may need updating. See protecting family wealth for how the articles can help protect the shares.

Family Investment Co Ltdarticles set each class's rightsA sharesheld by the parents✓ Votes✓ Own dividends– Value frozenB sharesheld by child 1– No votes✓ Own dividends✓ Capital growthC sharesheld by child 2– No votes✓ Own dividends✓ Capital growthD sharesheld by child 3– No votes✓ Own dividends✓ Capital growthA typical design: the rights of each class are tailored to the family
Alphabet shares in a family investment company. A common design gives the parents A shares with the votes but little or no right to future growth, and gives each child a separate class of non-voting growth shares. Because each class is separate, the directors can declare a different dividend on each one, so income can go to the family members who need it. The exact rights are set in the articles of association and need care: dividend rights, the settlements rules and the value of each class all affect the tax. Parents and grandparents Family investment company Children and grandchildren

Dividends and share classes

Where the company has separate classes of shares (alphabet shares), the directors can declare a different dividend on each class. That lets the family direct income to the shareholders who need it, and keep it in the company for others. We prefer separate share classes to dividend waivers, which HMRC can challenge as settlements.

Dividends can only be paid from profits available for distribution, and each one needs a board decision, a record and a dividend voucher. Minor children need particular care: dividends on shares given by a parent to a minor child are generally taxed on the parent if they exceed £100 a year. Adult children are taxed on their own dividends. See getting money out of a FIC.

Accounts and tax returns

A family investment company must prepare statutory accounts and file a corporation tax return. A company mainly holding a portfolio of investments is a close investment-holding company, taxed at 25% on its taxable profits such as interest and chargeable gains, though most dividends it receives are exempt. Your accountant normally handles the compliance. We design the structure and the tax plan, and work with the accountant you already have.

Limited company accounts are filed at Companies House, where anyone can read them. From 1 April 2028, small companies will have to file a profit and loss account too, with an opt-out from publication still to be confirmed. If privacy matters, see unlimited family investment companies.

Companies House, PSC and the trust register

ObligationWhat it involves
Confirmation statementA regular confirmation that the information on the public register is correct
Annual accountsFiled at Companies House by a limited company
PSC registerIndividuals with more than 25% of shares or votes, or other significant control; trustees recorded where a trust meets a condition; changes reported within 14 days
Director detailsKept up to date at Companies House
Identity verificationNew directors and PSCs verify since 18 November 2025; existing directors do so with their next confirmation statement
Trust Registration ServiceA discretionary trust holding shares must register, then keep its details up to date

We cannot give you exact filing deadlines in a general web page, so we include them in a compliance calendar for the family and the accountant, based on the company's own dates.

Money in and out

Most parents fund the company mainly by loan. Keep a clear record of the loan account: amounts lent, any interest charged and repayments made. Repaying the loan is not taxed as income. If interest is charged, it is taxable to the lender and the company usually has to deduct 20% income tax and report it.

Parents should not treat the company's money as their own. A loan from a close company to a shareholder triggers a tax charge of 35.75% on loans made on or after 6 April 2026, refundable when the loan is repaid. Payments for genuine services can be made, and arm's-length directors' fees may be fine, but retained control and any benefit taken from gifted shares need care and advice.

Family governance

The best-run family investment companies are run as a family project, not just a legal entity. We encourage:

  • an annual family meeting, where the parents explain what the company is for and children ask questions;
  • a short written statement of intent or family charter, covering what the wealth is for and how disagreements will be handled;
  • clear communication of the rules to children and their partners, especially around transfers and exits;
  • planning for incapacity or death, with lasting powers of attorney and wills that fit the structure;
  • a regular review, at least every year or two, and whenever something significant changes.

None of this is legally required. All of it reduces the chance of a dispute later.

A good governance routine also helps with the tax and the protections. If the directors meet, record their decisions and keep the loan account clear, it is far easier to show that the company is run as the documents say. We suggest keeping the routine short, written down and repeatable. A one-page checklist for the annual meeting, covering accounts, dividends, loan repayments, filings and family changes, is often all that is needed.

How we help

We help you decide the directors, the routine and the paperwork when the company is set up, and we can provide ongoing support as the family and the law change. We work with your accountant and solicitor, so the structure and the annual compliance follow the same plan. We have set up 50+ family investment companies, and advice is led by a Chartered Tax Adviser with 15+ years' experience. We respond the same working day.

FAQs

Frequently asked questions

Who should be the directors of a family investment company?

Usually the parents who funded it, because directors decide on dividends, loan repayments and investments. Some families add an adult child, or an independent professional, to share the workload and prepare the next generation. A company needs at least one director who is a real person. Directors owe duties to the company, not only to the family, so we talk through the choice with you and record the reasoning.

How often should the board of a family investment company meet?

There is no set number, but a sensible rhythm is a short meeting at least once a year to approve the accounts, review investments and decide on any dividends, with extra meetings when something significant happens. Written resolutions can replace meetings where the directors agree. What matters is that decisions are properly made and recorded, because the paper trail supports both the tax position and the family's protections.

What decisions does the board of a family investment company take each year?

Typically: approving the annual accounts, reviewing the investment strategy, deciding whether to declare dividends and on which share classes, deciding whether to repay part of any shareholder loan, and checking the company's filings are up to date. The board also considers any change in the family, such as a new grandchild or a divorce, and whether the articles or shareholders' agreement need to change.

What records must a family investment company keep?

As a UK company, it must keep statutory registers, including members, directors and people with significant control, and minutes or written resolutions of decisions. It should also keep a clear record of the loans from shareholders and any repayments, plus investment and bank records. Good records matter for the accounts and tax return, and they show the company is genuinely run as the documents say.

What is the PSC register and who goes on it for a family investment company?

The register of people with significant control (PSC) lists individuals who own more than 25% of the shares or voting rights, can appoint or remove most of the directors, or have significant influence or control. Where a trust meets a condition, its trustees are recorded. Shareholdings appear in bands. In a family investment company the parents holding voting shares and the trustees of a family trust are often on it.

How soon must changes to the PSC register be reported?

Changes to PSC information must be reported to Companies House within 14 days. That includes a new person meeting a condition, someone ceasing to, or a change in details. In a family company this is easy to miss after gifting shares or appointing a new director, so we include the filings in the set-up and in the steps for any later change in share ownership.

Do the directors of a family investment company have to verify their identity?

Yes. Since 18 November 2025 new directors and people with significant control must verify their identity with Companies House. Existing directors confirm verification when they file their next confirmation statement, within a 12-month transition period. Check the current Companies House guidance before filing, because the process and deadlines are still being rolled out and may be updated.

What is a confirmation statement and does a family investment company need one?

A confirmation statement is the company's regular check-in with Companies House, confirming that the details held on the register, such as directors, shareholders, registered office and PSC information, are correct. A family investment company, as a normal company, must file one. Missing it leads to penalties and can lead to the company being struck off. We list the dates in a compliance calendar for the family and the accountant.

Are the accounts of a family investment company public?

For a limited company, yes. The accounts filed at Companies House can be read by anyone, although small companies can currently file abridged accounts and leave out the profit and loss account. Only an unlimited company that meets strict conditions avoids filing its accounts. If privacy matters, speak to us about the options and the trade-off.

What is changing for small company accounts filed at Companies House?

From 1 April 2028, small companies and micro-entities will have to file their profit and loss account and abridged accounts will be abolished. Companies can opt out of publication, though the process is still to be confirmed. All accounts must be filed in iXBRL format using commercial software. These are announced changes, so we review them as the details are published.

Does a family investment company need an accountant?

In practice, yes. The company must prepare statutory accounts, file a corporation tax return and make Companies House filings, and most families want an accountant to handle that. We design the structure and the tax plan, and your accountant, or one we can suggest, deals with the annual compliance. We work with your existing accountant and keep them informed so everyone follows the same plan.

Does the trust that holds FIC shares have to be registered?

A discretionary trust is an express trust, and UK express trusts must be registered on the Trust Registration Service even if there is no tax to pay, unless an exclusion applies. A taxable trust registers within 90 days of becoming liable to tax, and a non-taxable trust within 90 days of creation. Changes must be kept up to date. Trustees are responsible for the registration and updates.

Can the parents pay themselves directors' fees from the company?

Only for genuine work. A fee that reflects real services at a commercial level can be deducted as a management expense, but employer National Insurance can apply, and a fee that is really a disguised payout of the shares' growth invites questions. Retained control and benefits taken from gifted shares also need care. We advise on this case by case, and we would rather see no fee than a weak one.

Can a parent borrow money from the family investment company?

It is possible but needs care. If a close company lends to a shareholder, the company pays a tax charge of 35.75% on loans made on or after 6 April 2026, repayable when the loan is repaid, and there can be other tax consequences. The loan should be documented and kept on proper terms. Money flowing back to the parents may also affect the inheritance tax analysis.

How are dividends declared on different share classes?

The directors resolve to pay a dividend on a named class of shares, using the company's profits that are available for distribution, and record it in minutes with dividend vouchers. Where the company has alphabet shares, each class can receive a different dividend, so the family can direct income. We prefer separate share classes to dividend waivers, which HMRC can challenge as a settlement.

What is a family charter or family meeting?

A family meeting is a regular, informal gathering where the parents explain what the company is for and listen to the children's views. A family charter is a written version: what the family wants the wealth to do, how decisions are made, and how disagreements are handled. It is not a legal document, but it supports the shareholders' agreement and helps the next generation to take part.

What happens if a director becomes unable to act?

The company should plan for it. Lasting powers of attorney for the directors, and articles that allow other directors to be appointed, mean the company can keep operating if a parent loses capacity or dies. Without planning, decisions can stall and families can find themselves in a dispute at a bad time. We cover this in the articles and the shareholders' agreement.

How often should the structure be reviewed?

At least every year or two, and whenever something changes: a birth, a marriage or divorce, a death, a large gift, a move abroad, a sale of the business or a change in the law. The review covers the share classes, the loan account, the investments, the trust and the filings. We offer ongoing support so that your family investment company does not drift away from its original design.

Want a family investment company that is easy to run?

Book a free call to talk through the structure and the routine.

Or write to taxadvisory@aswatax.co.uk

Last reviewed 8 October 2026
Chartered Tax Adviser
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