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by rich_sasha 1516 days ago
Most of it is basic questions that an accountant will answer in passing.

Moving payments will likely be a non event, SaaS care about money going in. You might get a brief email asking whether there is a change in your circumstances, and if yes will update your account accordingly.

I dont think you will sell your software to the company. You will set it up, be the sole owner, and will probably transfer ownership to it on creation. Then anything the website makes goes to your company and you benefit as the owner. That’s the simplest anyway. It is mostly impossible for non-accountants to know what makes sense.

Not what you asked, but the awkward thing is getting money out of a llc. You can pay yourself a salary (it is usually beneficial), though you then also need to pay a bit extra typically for the accountant to handle payroll. Then you can extract profits as dividends but again it’s here are different costs and taxes associated, on the company side and on your side. For a sole trader it is all easy: all money coming in is yours, less tax. For a company, the money belongs to the company not you.

There are also awkward laws around consultants who look like employees. I doubt it applies to you if you also run a SaaS through the company, but certainly something to consider.

When talking to accountants try to keep technology details out of it. They are brilliant at understanding tax and why one pile of money isn’t the same as another, but most (not all) wouldn’t know a SaaS if it hit them on the head, and certainly don’t write their software in Rust.

SaaS is a product you sell via subscriptions. Consulting is usually clear. It sometimes matters how unique / niche your skillset is so that’s worth clarifying.

1 comments

> I dont think you will sell your software to the company.

Are there cases where a one-person Ltd should do something like this?

> There are also awkward laws around consultants who look like employees.

My consultancy projects tend to last 1 to 6 months, tend to be fixed price, I set my own hours, use my own equipment, set my own work plan and usually have more than one client so that seems very safe to me? I find people complaining about IR35 rules online but most of the time it really sounds like they basically are employees.

> Are there cases where a one-person Ltd should do something like this?

Probably. You could retain ownership and rent it to your company. Sell it in return for debt, etc.

I’m guessing these are favourable (potentially) in terms of tax and asset protection in bankruptcy, but also probably have fairness rules that the HMRC would enforce so you’d need to be careful. For example maybe you sell your SaaS to the business for £20M then forever the company is repaying debt to you, instead of paying dividends. There are many issues with this but I’m sure HMRC would pile on their own ones. In general, at the scale you quote, I’d imagine you want simplicity over clever, as the tax differences would likely be small (and possibly eaten up by accountant fees to facilitate more complex transaction).

Re IR35 yes sounds like you’re ok. It’s just a constant shadow looming over you. Anyway sounds like you’re well aware of it.

Clearly, IANAA.

> You could retain ownership and rent it to your company. Sell it in return for debt, etc... For example maybe you sell your SaaS to the business for £20M then forever the company is repaying debt to you, instead of paying dividends.

This idea is very alien to me. Can you link to any concrete examples of this for something like a small solo SaaS company? How do I pick the price? Where is the purchase money coming from when I'm selling it to myself with a company that is starting from nothing? How do I decide between selling vs renting it? What stops this being abused to avoid tax?