How to Set Up a Property SPV (Special Purpose Vehicle) in the UK: 2025 Guide
- Matthew Ivo
- 3 days ago
- 8 min read
Setting up a property SPV (special purpose vehicle) in the UK is one of the most effective ways for investors, landlords, and developers to manage property ownership and optimise tax efficiency.
In 2025, as mortgage rules evolve and lenders increasingly prefer structured ownership, understanding how to create a property investment company (SPV) correctly is essential.
This guide explains what a property SPV is, why investors use them, and how to set one up step by step - including the latest legal, financial, and compliance updates.
Skip to section
What is a property SPV?
A property special purpose vehicle (SPV) is a limited company created solely to buy, hold, or manage real estate. It allows investors to ring-fence risk and separate property assets from personal or parent company holdings.
Property SPVs are commonly used by buy-to-let landlords, developers, and family offices that want a clear legal and financial structure for each investment. For example, a developer may set up a separate SPV for each project or site, keeping assets, liabilities, and profits independent.
How does a property SPV work?
A property SPV is a standalone company that owns property assets and manages rental income, mortgage payments, and expenses. Because it has its own legal identity, it protects your other assets if a single property or project faces financial issues.
The company pays corporation tax on its profits instead of personal income tax. Profits can then be retained by the company for reinvestment or distributed as dividends at a later stage, giving investors flexibility and control over income and tax timing.
What are the benefits of forming a property SPV in the UK?
Forming a property SPV offers a range of strategic, financial, and tax advantages for investors and developers:
Tax efficiency: Profits are taxed at the corporate rate, not personal income tax rates.
Full expense deductions: Mortgage interest and property management costs can be deducted from income.
Simplified ownership: Each SPV can hold one property or project, making management and resale easier.
Risk isolation: Each SPV ring-fences liabilities for its individual property or development.
Professional credibility: SPVs demonstrate structure and governance, improving investor confidence.
How to set up a property SPV in the UK
All new Special Purpose Vehicles (SPVs) must be registered with Companies House - the UK’s official public registrar of limited companies. Here are the steps you need to take to register your SPV:
Choose a company name
Provide a UK registered office address (accountants' or intermediary addresses are accepted).
Choose a SIC code relevant to your business activity/industry from the approved list, e.g.,
68100 (buying and selling of own real estate)
68209 (other letting and operating of own or leased real estate)
68320 (management of real estate on a fee or contract basis)
Add at least one shareholder (can be the same person as the director).
Identify Persons with Significant Control (PSC) (anyone with over 25% shares or voting rights).
Submit your application online or by post and pay the appropriate fee.
You can find the full step-by-step guide to setting up a limited company here.
How much does it cost to register a new SPV with Companies House (2025)?
Method | Fee |
Online / digital incorporation | £50 |
Third-party software submission | £50 |
Paper / postal application (Form IN01) | £71 |
Same-day incorporation (priority) | £78 |
You can find a full breakdown of incorporation fees on the Companies House website.
What documents do I need to open a Property SPV in the UK?
The documents needed to open an SPV with Companies House can vary based on your industry of operation, but all applications require the following documentation:
Director details
Full name
Date of birth
Nationality (No ID required for direct applications)
Occupation
Service and residential address (utility bill or bank statement)
Shareholder details (Name, share count, and share type)
Registered office address (must be in the UK)
Memorandum of Association (auto-generated for online applications. (Postal applications must download and submit a manual form.)
Articles of Association (default model articles or a custom SPV version).
List of People with Significant Control (PSC)
Can non-UK residents open property SPVs in the UK?
You don’t need to live in the UK or have citizenship to register a company in Britain. However, one or all directors must be over the age of 16 and be able to provide a physical UK (including virtual offices) address to which documentation can be issued.
Do I need a UK business bank account to register an SPV in the UK?
No, you don't need to open a business bank account before registering a Special Purpose Vehicle (SPV) with Companies House, but you will need to do so shortly after, as it is a legal requirement for a limited company operating within the UK.
With Interpolitan Money, you can open an operational, UK-based, multi-currency business account in under 48hrs, without setting foot into a bank. Our teams in London, Dubai, Mumbai and Toronto are here to help your new SPV pay and get paid faster.
Which industries use Property SPVs in the UK?
SPVs are widely used across the property industry to manage financial risk, isolate liabilities, and simplify investment structures. Below are the key domains that rely on SPVs and why they use them:
Real Estate
In real estate and property development, Special Purpose Vehicles (SPVs) are often used by developers and investors to hold individual properties or projects. For example, a developer might create a separate SPV for each apartment block, keeping finances, liabilities, and ownership distinct. This minimises risk and simplifies financing, management, and future sale.
Legal, Accounting, and Professional Services
Law firms and accountants often form or manage SPVs for clients. They help structure deals, ensure compliance, and manage tax and reporting obligations. SPVs are also used within professional partnerships to limit liability and separate client projects.
Family Offices
Family Offices (FOs) increasingly use Special Purpose Vehicles (SPVs) for property acquisitions, private equity investments, tax segregation, venture capital projects, and philanthropic ventures. SPVs enable FOs to dilute risk exposure across multiple entities to isolate liabilities from their central portfolio.
Construction and infrastructure
The financing of large infrastructure projects, such as the building of an apartment complex or public transport system, is often administered using an independent SPV. This enables project managers to accurately and securely allocate funds between partners and shareholders, as well as release milestone payments for contractors.
Private equity and investment funds
In private equity and venture capital, SPVs are created to hold specific portfolio investments and pool investor funds. This limits risk exposure, enables co-investment with other partners, and makes it easier to manage entry and exit strategies. SPVs also support transparent ownership structures, which are increasingly important for regulatory and reporting purposes.
Case study
How an SPV payment account powered the sale of a £100m London property
An ultra-high-net-worth individual couldn’t complete the sale of a £100m London property after being denied an account by several UK banks. Discover how Interpolitan opened a domestic current account and managed the transfer of proceeds within five days.
Can I trade overseas with a UK-registered property SPV? Yes, a UK-registered Special Purpose Vehicle (SPV) can trade overseas, provided its articles of association and Companies House registration allow it. You must also comply with both UK tax rules and the local laws of the country where you trade.
If an SPV earns income abroad, it could create a tax presence in that country, leading to possible foreign tax obligations.
Tax advantages of opening a Property SPV in the UK?
A Special Purpose Vehicle (SPV) can offer several tax advantages in the UK, especially for property investors and portfolio landlords. The table below outlines the main benefits compared with holding property in your own name.
Advantage | Description | Benefit |
Lower tax rate | SPV profits taxed at 25% corporation tax. | Lower than higher-rate personal income tax. |
Mortgage interest deduction | 100% of interest costs are deductible. | Reduces taxable profits. |
Dividend flexibility | Control when and how profits are distributed. | Enables personal tax planning. |
Inheritance efficiency | Shares can be transferred instead of property titles. | Simplifies succession and reduces inheritance exposure. |
Profit retention | Profits can be retained for reinvestment. | Enables long-term growth and compounding. |
Do I need to register a Property SPV company with HMRC in the UK?
Every new property SPV must:
Register for corporation tax within 3 months of trading.
File annual accounts and a confirmation statement with Companies House.
Submit corporation tax returns to HMRC each year.
If your SPV buys or sells property, you may also need to register for VAT and pay stamp duty land tax (SDLT) on acquisitions and Dormant SPVs, despite not trading, may need to inform HMRC of their status.
Capital gains and ATED for property SPVs
When a property SPV sells an asset, it pays corporation tax on the gain rather than personal capital gains tax. If a company owns UK residential property worth over £500,000, the business may also need to consider the annual tax on enveloped dwellings (ATED). Reliefs may apply if the property is rented or under development.
What are the disadvantages of opening an SPV in the UK?
Although a Special Purpose Vehicle (SPV) can provide structure, control, and potential tax efficiency, there are several drawbacks to be aware of before setting one up in the UK. Setup and ongoing costs
Creating and maintaining an SPV involves registration fees, accountancy charges, and annual filing obligations with Companies House. These administrative expenses can add up, particularly for smaller investors.
Limited mortgage options
Not all lenders are willing to offer buy-to-let or commercial mortgages to SPVs. Those that do often have stricter criteria or higher interest rates, which may reduce borrowing flexibility compared with holding property personally.
Complex tax and compliance requirements
An SPV must complete Corporation Tax returns, prepare statutory accounts, and comply with UK company law each year. This creates additional administrative work and may require ongoing professional support.
No access to personal allowances
Because profits remain within the company, SPV owners cannot use personal tax allowances or reliefs that individual investors might benefit from when owning property directly. Interpolitan Money: Your new SPV payment partner
Skip the queues and never set foot in a bank again. With a free Interpolitan multi-currency account for UK SPVs, you can:
Trade locally in the UK from anywhere in the world with no residency
requirements.
Receive, hold and exchange GBP with 50+ currencies with live spot rates and bespoke forward contracts.
Open sub-accounts for new clients and SPV entities in under 48hrs.
Partner with a dedicated, London-based Relationship Manager for personalised payment support.
Schedule a call today to speak with our dedicated teams in the UK, Dubai, Mumbai and Toronto to see how Interpolitan can help you pay and get paid faster. If you’re ready to get started, complete our online application form today.
Next in our series:
Comments