If you are considering including employment or dividend income to meet the financial requirement, then you need to understand the difference between specified limited companies and non-specified limited companies.
This is one of the most commonly overlooked mistakes that result in refusals for the following visas:
- Spouse Visa UK (spouse visa from outside the UK)
- FLR(M) Visa (spouse visa from inside the UK)
- Fiance Visa UK
- Unmarried partner visa UK
“Why is this important to know?”
Not knowing the difference can result in refusal because:
- Completely different supporting documentation is required;
- The income that you can use towards the financial requirement is calculated entirely differently; and
- Completely different Immigration Rules apply.
The government has stated its intention to increase the minimum income threshold on 11 April 2024 from £18,600 to £29,000.
We discuss this in our UK Spouse & Partner Visa Financial Requirement (Minimum Income Threshold) Increase from £18,600 to £29,000 article.
This article will therefore talk about:
What is a specified limited company?
The definition of a specified limited company is found in paragraph 9(a) of Appendix FM-SE of the Immigration Rules:
We will break this down into five steps that you can follow to help you find out if:
- the income is from a specified limited company (which is included under Category F or G); or
- the income is from a non-specified limited company (which is included under Category A or B).
Is my employing company a specified limited company?
To figure out whether the relevant person (e.g. the applicant or sponsor) is employed by a specified limited company or not, you can follow these steps:
STEP 1 – Is the person a director or an employee?
I’d strongly suggest reading our UK spouse visa financial requirements in 2024 article, which discusses the different sources of income that can be used to meet the financial requirement in detail.
STEP 2 – Is the person self-employed?
It is also important to note the distinction between being ‘self-employed’ and being ‘employed’ under the Immigration Rules.
You, therefore, need to make sure that the person is technically not self-employed under the Immigration Rules, as this will again require different documentation.
“Am I self-employed or employed?”
To answer this question, you should consider the following:
#1 The Immigration Rules’ definition of ‘self-employment’
The most important consideration is the definition found in the Immigration Rules, which lists self-employed persons only to be:
- Those who are sole traders.
- Those in a partnership.
- Those in a franchise.
#2 The HMRC’s definition of self-employment and employment
According to the HMRC, the following are indications that the relevant person will be self-employed:
- They run their business for themselves: they can decide what work they do and when, where or how to do it, or even hire someone else to do the work;
- They take responsibility for the success or failure of the business: they can make a loss or a profit and are responsible for fixing any unsatisfactory work in their own time
- They are not paid through PAYE: they use their own money to buy business assets, cover running costs, and provide tools and equipment for their work
- They do not have the employment rights and responsibilities of employees:
- They can work for more than one client if they choose
It’s also important to recognise that you can be both employed and self-employed at the same time. For example, you can work for an employer during the day and run your own business in the evenings.
#3 Other considerations
- Employed persons generally receive pay slips. Self-employed persons typically submit invoices in return for their services.
- If you intend to include income under Category A or Category B, you must provide a letter from your employer confirming your employment status.
STEP 3 – Is the company a UK-registered company?
Specified limited companies are only UK limited companies registered in the UK.
If the limited company is not registered in the UK but rather is a limited company that is incorporated in a country outside of the UK, then the employing company is technically not a specified limited company.
In such a case, this income will generally be included under Category A or Category B.
For more information on Category A and Category B, I’d strongly suggest reading our article, which discusses the spouse visa UK financial requirements in 2024.
STEP 4 – Are shares held?
If shares of the company that provides the relevant person with an income are not held by the applicant, sponsor or family members of the applicant and/or sponsor (either directly or indirectly – more information on this is below), the company will not be a specified limited company and will therefore be included under Category A or B.
This article discusses how this employment income can be included under Category A or B.
“Who exactly are included as family members?”
The following are family members for the purposes of a specified limited company:
- Nieces; or
- First cousins.
“What does it mean to hold the shares directly?”
It is obvious when someone directly holds shares in the employing limited company.
This will be seen in the limited company’s documentation, which is readily available on the Companies House website.
“What does it mean to hold the shares indirectly?”
It is less obvious when someone indirectly holds shares in the employing limited company.
The Home Office uses the word’ indirectly’ to prevent partners from circumventing the rules regarding specified limited companies.
If someone holds shares of the employing limited company indirectly, they benefit from the shares of the employing limited company despite not technically owning them.
Despite it being unlikely for the Home Office decision-maker to find out that shares are held indirectly, you must declare any shares which are held indirectly.
If you do not, and this information is revealed by another means, the Home Office decision maker will likely consider that you intentionally failed to disclose facts material to your application.
This can have disastrous consequences for your current and future UK visa applications because under the ‘suitability requirements’, there is a provision to refuse an application where the decision maker considers that you have intentionally or unintentionally employed deception.
Example of shares being held indirectly
Harriet is the founder and incorporated Super Stores Ltd in 2023.
After seeing the extensive documentation required for directors/employees of specified limited companies, Harriet decided to give all of the shares to her friend, Sarah.
Sarah, therefore, receives all of the company profits. In return, Sarah sends the company profits back to Harriet.
Since Harriet receives the company profits (from Sarah), in the above example, Harriet would be indirectly holding the shares.
Therefore, the employing limited company is a specified limited company, and this income should be included under Category F or G as opposed to Category A or B.
If shares of the company that provides the relevant person with an income are held by the applicant, sponsor or family members of the applicant and/or sponsor, then go to step 5.
If shares are not held, either directly or indirectly, then check out this guide which discusses Category A and Category B employment income from non-specified limited companies in detail.
STEP 5 – Are there fewer than five other remaining shareholders?
“What does ‘remaining shareholders’ mean?”
Let us illustrate what “remaining shareholders” means using the example below:
Three persons hold Headphone Shop LTD shares:
- Jeffrey (the sponsor);
- James (non-relative); and
- Jack (non-relative).
In the above example, the remaining shares are held by two persons because we do not include Jeffrey, the sponsor.
If the remaining shares (these are shares which are not held by the applicant, sponsor or family members of the applicant or sponsor) are held by more than four other persons, then the company is NOT a specified limited company.
This income will be included under Category A or Category B (more information about these Categories can be found here).
If the remaining shares are held by fewer than five other persons, the company that provides the relevant person with an income (either employment income and/or dividends) is a specified limited company.
This income will be included under Category F or Category G.
Part 3 of this article will discuss how income is calculated under Category F and Category G.
Unfortunately, Home Office caseworkers do not always get things right.
There are some situations where employers are incorrectly treated as specified limited companies. We discuss this in part 2 of our free video series.
How do I calculate the income that can be included from a specified limited company under Category F?
Follow the following steps to calculate the income you can include from a specified limited company.
Step 1 – Identify the relevant financial period.
You need to know two main things regarding the relevant financial period for specified limited company income under Category F.
i) The financial period is the specified limited company’s tax year, NOT the person’s personal tax year of 6 April – 5 April.
The specified limited company’s tax year will be seen in the CT600 company tax document.
If you are unsure what the company’s tax year is, the best person to ask is the company accountant.
ii) The financial period will be the MOST RECENT full financial year.
The Immigration Rules are different to UK tax rules.
UK tax rules do not require the company’s tax accounts to be submitted straight after a company’s financial year ends.
Instead, companies have 9 months or so to file their accounts.
However, the Immigration Rules always require the accounts to be prepared and filed for the most recent full financial year that has passed.
Unfortunately, this means that partners relying on income from a specified limited company may have to file their company taxes earlier than they usually would.
Lewis holds all of the shares of the company that is being included in the financial requirement.
Lewis’s company’s tax year is 2 July – 1 July.
If Lewis wants to submit his partner visa application on 1 January 2024, the relevant financial year will be 2 July 2022 – 1 July 2023.
If Lewis wants to submit his partner visa application on 5 July 2024, the relevant financial year will be 2 July 2023 – 1 July 2024.
Step 2 – Total the gross employment income and/or dividend income received in the relevant financial period.
To continue the example from Step 1, if Lewis wants to submit his partner visa application on 1 January 2024, then the income that can be included towards the financial requirement will be the gross employment income and/or dividend income Lewis received from the specified limited company during the period of 2 July 2022-1 July 2023.
If Lewis wants to submit his partner visa application on 5 July 2024, then the income that can be included towards the financial requirement will be the gross employment income and/or dividend income Lewis received from the specified limited company during the period of 2 July 2023-1 July 2024.
Step 3 – Note the ‘ongoing income’ requirement for specified limited companies.
You must be able to evidence ongoing employment and/or dividend income from the specified limited company for that income to be included.
Barry is the sole owner of Fancy Pencils LTD.
Fancy Pencils LTD’s most recent full financial year is 3 June 2022 – 2 June 2023.
Between 3 June 2022 and 2 June 2023, Barry earned more than £50,000 in salary and dividends (gr0ss).
However, on 7 June 2023, Barry got bored of selling pencils and dissolved Fancy Pencils LTD.
Barry submitted his online partner visa application on 10 October 2023.
However, the income from Fancy Pencils is not a source of income on the date of application.
Can I combine specified limited company income with other income sources?
We will now discuss the following:
- What sources of income can be combined with specified limited company income; and
- What sources of income cannot be combined.
Combining specified limited company income (under Category F) with non-specified employment income (under Category A)
Combining income from Category F and Category A is permitted.
To calculate the amount of non-specified limited company employment income (Category A income) that can be combined with specified limited company income (Category F income), you must total the gross employment income received from the non-specified limited company in the specified limited company’s last full financial year.
On-going income requirement
To combine specified limited company income with non-specified limited company income, the non-specified limited company income must also still be a source of income on the date of application – that is when the online application is submitted and paid for.
Combining specified limited company income (under Category F) with non-employment income (under Category C)
To remind you, the following are non-employment income sources under Category C:
- Dividend income or other income from investments, stocks and shares, bonds or trust funds (only if this is not from a ‘specified limited company’).
- Interest from savings.
- Property rental income
- Maintenance payments from a former partner of the applicant in relation to the applicant or any children of the applicant and their former partner. Also, maintenance payments from a former partner of the applicant’s partner in relation to that partner.
- A maintenance grant or stipend (not a loan) associated with undergraduate study or postgraduate study or research.
- UK Maternity Allowance, Bereavement Allowance
- Ongoing payments from a structured legal settlement.
- Ongoing royalty payments.
- Ongoing insurance payments.
- Widowed Parent’s Allowance.
- Bereavement Payment.
- Payments under the War Pensions Scheme, the Armed Forces Compensation Scheme and the Armed Forces Attributable Benefits Scheme.
Category C income can be combined with specified limited company income under Category F/G.
However, to calculate the amount of non-employment income, you must total the Category C non-employment income received in the specified limited company’s most recent full financial year.
On-going income requirement
This non-employment income must still be a source of income when the online application is submitted and paid for to be permissible under the Immigration Rules.
Combining specified limited company income (under Category F) with cash savings (under Category D)
These two categories cannot be combined, unfortunately.
Combining specific limited company income (under Category F) with pension income (under Category E)
Pension income and income from a specified limited company can be combined to meet the financial requirement.
However, to combine these categories, you can only include the gross amount of pension income received in the specified limited company’s last full financial year.
This differs if you only include pension income. In this case, the amount you would be able to include towards the financial requirement from pension income will be the amount that is being received at the date of application.
On-going income requirement
The pension income must still be a source of income on the date of application to be included in the financial requirement.
Combining specified limited company income with self-employment income
Combining specified limited company income with self-employment income is something that is usually not possible.
The reason for this is that if a person has different financial years, the Home Office states that ‘this would not be a fair or accurate way of calculating a person’s annual income‘.
The specified limited company definition is something that can be vital to understand.
This is primarily because the required supporting evidence is much more extensive, given that documentation will relate to both personal earnings and as well as the specified limited company’s business accounts.
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