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Should a syndicate own via a limited company, or directly?

Is there really a limit of 20 in the UK? For many years this existed if maintained on a Private CofA (due to a minimum shareholding of 5%); with a Public CofA you could have an unlimited # of members. These two CofA types have now gone. I have not been G-reg since 2005 so don’t know current rules but I am quite sure there are syndicates of 25+.

The Ltd Co does provide a measure of liability protection. Under the UK Civil Aviation Act, direct shareholders are jointly and severally liable, which would be a problem if the insurance doesn’t pay out (e.g. due to a license/medical issue) or doesn’t fully cover the loss.

The Ltd Co does introduce the unfortunate concept of the UK Benefit in Kind. This is a complex area, but generally not an issue if all shareholders fly the plane. But every modern country has a similar concept (on private access to corporate assets) to avoid tax avoidance; whether it applies to this aircraft scenario I obviously can’t say.

The Ltd Co provides a useful separation between the syndicate and the principal asset(s).

The overall costs are probably not significantly different.

Administrator
Shoreham EGKA, United Kingdom

The UK 5% minimum ownership disappeared about 18 months ago I believe.

There’s no benefit in being VAT registered as VAT would also have to be charged to the members/pilots, who are very unlikely to be able to reclaim it. Corporation tax won’t be a problem because you can easily make sure there’s no profits.

A syndicate has no legal existence, so the members are jointly and severally liable as already mentioned. If everyone gets on it’s the easiest and most flexible option. I’m a member of a syndicat des eaux for a private water supply: when there was a falling out, the legal proceedings went after the president personally. You can’t resign, hide behind the organisation, or close down.

Peter wrote:

Under the UK Civil Aviation Act, direct shareholders are jointly and severally liable

Is there more information on this somewhere @Peter? I had a quick search on legislation.gov and couldn’t find anything.
I was about to say that a limited company allows you to write off the assets and walk away from a problem An accountant will advise, and take care of all the Companies House admin for less than the cost of lunch in Le Touquet.

One thing to beware of is a string of companies. I looked into a vintage (maybe Tiger Moth?) syndicate about 10 years ago, where the shareholders of one company were entitled to fly an aircraft leased from another company, but with no actual ownership of the aircraft. If anything goes wrong you’ve lost your share of the plane.

EGHO-LFQF-KCLW, United Kingdom

Peter wrote:

The Ltd Co does introduce the unfortunate concept of the UK Benefit in Kind

An LLP has the advantage of limiting liabilities but is transparent for tax purposes

Darley Moor, Gamston (UK)
13 Posts
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