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Small Companies


In the United Kingdom a small company is one that meets 2 of the following 3 criteria:

  • an annual turnover of no more than £10.2 million
  • assets worth no more than £5.1 million
  • 50 or fewer employees on average

This is important for the following reasons:

  • It defines which accounting standards and Companies Act 2006 accounting rules your company may follow
  • It means your company may not need an audit
  • Small companies, from April 2020, do not follow the same IR35 (or off-payroll rules) that medium and large companies and the public sector follow.

Accounting standards
Small companies may use the accounting standard FRS102 Section 1A and if they are very small, a micro-sized company, the accounting standard FRS105.

Certain companies require an audit even if they meet the above definition of small. An audit must take place if the company’s Articles of Association say it must have one or if 10% of shareholders request one. Charities that are companies have different rules, this article only covers limited companies that are not a charity.

A company must also have an audit if at any time in the financial year it has been:

  • a public company (unless it’s dormant)
  • a subsidiary company within a group which is not small
  • an authorised insurance company or carrying out insurance market activity
  • involved in banking or issuing e-money
  • a Markets in Financial Instruments Directive (MiFID) investment firm or an Undertakings for Collective Investment in Transferable Securities (UCITS) management company
  • a corporate body and its shares have been traded on a regulated market in a European state.

If the Top Client is small then all the IR35 risks and responsibilities stay with the contracting company, the personal services company. This does not mean the PSC is automatically excluded from the off-payroll rules, it just means that the responsibility to decide if the rules apply and to account for the tax and national insurance rests with the PSC and not with the small-sized Top Client.

Aysgarth Chartered Accountants is based in Leeds, in the city centre at LS1. If you wish to discuss further the benefits of having a small or micro company then please get in touch.


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