Directors and the board
The people who make decisions, usually the parents, with a short annual routine of meetings and records.
Running a FIC
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.
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.
The people who make decisions, usually the parents, with a short annual routine of meetings and records.
The rulebook that sets the share classes, who can sell, and how decisions are made.
Statutory accounts, a corporation tax return and the loan account records, usually with your accountant.
Confirmation statement, PSC register, director details and the trust register where a trust is a shareholder.
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:
Minutes can be short. Their purpose is to show that decisions were made deliberately and by the right people.
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.
| Obligation | What it involves |
|---|---|
| Confirmation statement | A regular confirmation that the information on the public register is correct |
| Annual accounts | Filed at Companies House by a limited company |
| PSC register | Individuals 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 details | Kept up to date at Companies House |
| Identity verification | New directors and PSCs verify since 18 November 2025; existing directors do so with their next confirmation statement |
| Trust Registration Service | A 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.
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.
The best-run family investment companies are run as a family project, not just a legal entity. We encourage:
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.
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
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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
Related advice
How a family investment company can help protect wealth from a child's divorce or bankruptcy and keep shares in the family. Free first call.
Read moreHow a family investment company is set up, step by step: design, share classes, funding and documents, led by a Chartered Tax Adviser. Free first call.
Read moreAn unlimited family investment company can keep accounts off the public register, but members take unlimited liability. How the s448 exemption works.
Read moreHow to get money out of a family investment company: tax-free loan repayments, dividends through alphabet shares, interest, salary and what each costs in tax.
Read moreBook a free call to talk through the structure and the routine.
Or write to taxadvisory@aswatax.co.uk
