Selling a Property Owned by a Limited Company: 2026 UK Guide

By Lisa Hayes · 13 November 2026

If your rental property is owned by a limited company, you have two ways to sell it: the company sells the property itself (an asset sale), or you sell the shares in the company and the property goes with it (a share sale). An asset sale is simpler and is what most small landlords end up doing, but it means paying Corporation Tax on the gain inside the company and then paying tax again when you take the cash out. A share sale can avoid that double layer, but buyers for company shares are rare and will want a discount for the tax they inherit.

That's the short answer. The long answer is where the money is, so let's go through it properly.

I've written this for the landlord who incorporated a few years ago, usually on an accountant's advice after the mortgage interest rules changed, and is now thinking about getting out. Maybe the tenants have given notice. Maybe the 2026 rental reforms have tipped the balance. Maybe the company only ever owned one or two flats and the accountancy bill alone now feels like a tax. Whatever the reason, selling a company-owned property is not the same as selling your own house, and most of the online advice treats it as if it were.

Who actually owns the property: you or the company?

Start here, because I've seen people get this wrong. If you set up a limited company (often called an SPV, or special purpose vehicle) and the company bought the property, the company is the legal owner. Your name isn't on the title register. The company's is, along with its company number.

You own the company, through your shares. You probably run it as a director. But in law the flat belongs to the company, and only the company can sell it. That one fact drives everything else in this guide: who signs the contract, who pays the tax, who receives the money, and why the money doesn't simply land in your bank account.

Check the title. You can download the title register from HM Land Registry for a few pounds. In the proprietorship register (section B) you'll see either your name or something like "ACME LETTINGS LIMITED (Co. Regn. No. 12345678)". If it's your name, you own it personally, whatever your accountant's spreadsheets say, and this guide isn't the one you need. If it's the company, read on.

One more check while you're there: look at the charges register (section C). A company mortgage will show as a legal charge, and limited company buy-to-let lenders very often take a personal guarantee from the directors too. That guarantee won't appear on the title, but it matters, because it doesn't vanish until the loan is repaid in full.

Asset sale or share sale: what's the difference?

These are the only two routes. Everything else (liquidation, dividends, transferring to yourself) is about what happens to the money afterwards, or a variation on one of these.

Asset sale: the company sells the property

The company puts the property on the market, accepts an offer, and completes like any other sale. The buyer gets the property. The company gets the cash. You still own the company, which now has money in the bank and a tax bill.

For most one- or two-property landlords this is the realistic route, because the buyer pool is everyone: owner-occupiers, other landlords, first-time buyers, cash house buyers. They don't care who the seller is beyond the usual identity and anti-money-laundering checks.

Share sale: you sell the company

You sell your shares to the buyer. The company, still owning the property, simply has a new owner. Nothing changes at the Land Registry, because the proprietor (the company) hasn't changed.

The appeal is tax. The company hasn't disposed of anything, so there's no Corporation Tax on the property gain. You've sold shares, so you pay Capital Gains Tax personally on your gain on the shares, and only once. The buyer pays stamp duty on the share transfer at 0.5%, rather than Stamp Duty Land Tax on the property, which for a company buyer of a residential property can be far higher.

The catch is that the buyer takes on everything: the company's history, its tax position, any old liabilities, and the property's original base cost. That last one is crucial and I'll come back to it.

How much Corporation Tax will the company pay on the sale?

When a company sells a property for more than it paid, the profit is a "chargeable gain" and it's added to the company's other profits for that accounting period. The whole lot is taxed at Corporation Tax rates. There's no annual exempt amount for companies, and no 18% or 24% CGT rate. Those are for individuals.

For accounting periods from 1 April 2026, HMRC's published rates are:

• 19% (small profits rate) where total taxable profits are £50,000 or less
• 25% (main rate) where profits are over £250,000
• Between the two, you pay 25% but reduced by marginal relief, calculated using a standard fraction of 3/200. In practice the effective rate on profits in that band climbs steadily from 19% to 25%, and the slice of profit between £50,000 and £250,000 is taxed at 26.5%.

Two things trip people up. First, those £50,000 and £250,000 limits are divided between "associated companies". If you own three property companies, each one's limits are a third of those figures, so a gain that would sit nicely in the 19% band in a standalone company can be taxed largely at the higher rates. Second, the limits are reduced proportionately for a short accounting period.

What you can deduct from the gain

The gain is the sale price minus:

• what the company paid for the property
• the buying costs: SDLT, legal fees, survey
• the cost of capital improvements (an extension, a loft conversion; not repairs or redecoration, which should already have gone through the rental accounts)
• the selling costs: agent's fee, conveyancing, EPC
• indexation allowance for inflation, but only up to December 2017. HMRC froze it from 1 January 2018. If your company bought in 2015, you get a sliver of relief for 2015 to 2017 and nothing since. If it bought in 2019, you get nothing.

That frozen indexation is the forgotten detail. Plenty of landlords incorporated around 2016 to 2017 on the back of the Section 24 mortgage interest changes, and their accountant will need the RPI figures to calculate the small allowance due. It's not huge, but it's free money.

A worked example

Let's keep the numbers round. These are illustrative, not a substitute for your accountant's calculation.

A single-property company bought a two-bed flat in 2018 for £180,000, plus £5,000 in purchase costs (no indexation, as it was bought after the freeze). It sells in 2026 for £250,000 and pays £4,000 in selling costs. In the same accounting year it made £9,000 of net rental profit. It has no associated companies.

• Gain: £250,000 − £4,000 − £185,000 = £61,000
• Total taxable profit for the year: £61,000 + £9,000 = £70,000
• Corporation Tax at 25%: £17,500
• Less marginal relief: (£250,000 − £70,000) × 3/200 = £2,700
• Corporation Tax payable: £14,800, an effective rate of about 21%

The company now holds the sale proceeds, less whatever it owed the lender, less the £14,800 it must pay HMRC nine months and a day after its year end. You still haven't seen a penny personally. That's the next problem.

How do you get the money out of the company?

This is the bit that turns a reasonable tax bill into a painful one if you don't plan it. The company's money is not your money. Moving it from the company's account to yours is a separate transaction with its own tax treatment. Here are the options, roughly in the order I'd want someone to look at them.

1. Repay your director's loan first (usually tax-free)

When most landlords set up their company, they put their own money in for the deposit and costs. Unless that was done as share capital, it usually sits in the books as a loan from you to the company: the director's loan account. If you lent the company £60,000 for the deposit and stamp duty, the company can repay you £60,000 and there's no personal tax on it at all. It's your own money coming back.

Look at the latest balance sheet. Under "creditors" you'll often see "directors' loan" or "amounts owed to directors". That figure is the first slice of cash you can take out cleanly. I'm surprised how often landlords have forgotten it's there, or assume dividends are the only way out.

2. Dividends

Anything above your loan balance is profit, and the standard way to take profit is as a dividend. From 6 April 2026 the rates on dividends above the £500 dividend allowance are:

• 10.75% for basic-rate taxpayers (up from 8.75%)
• 35.75% for higher-rate taxpayers (up from 33.75%)
• 39.35% for additional-rate taxpayers (unchanged)

Dividends stack on top of your other income. A large one-off dividend will push most people into the higher or additional rate, and can also cost you your personal allowance if your total income goes over £100,000. Spreading dividends over two or more tax years, either side of 5 April, is often worth thousands. If shares are held jointly with a spouse or civil partner who pays less tax, dividends can be split between you according to shareholding.

Back to the example. Suppose the £55,200 left after Corporation Tax (£70,000 − £14,800) is taken as a single dividend by a higher-rate taxpayer. After the £500 allowance, the dividend tax is roughly £19,550. The owner ends up with around £35,650 of that £70,000 profit. That's about half.

3. Salary

Possible, but rarely sensible for a property investment company. It attracts employer's and employee's National Insurance, and the company must have a genuine reason to pay it. Most accountants use a small director's salary for the personal allowance and nothing more.

4. Close the company with a members' voluntary liquidation (MVL)

If you're selling the only property and don't plan to carry on, closing the company is often the cleanest end point. In a solvent liquidation, a licensed insolvency practitioner winds the company up and distributes what's left to the shareholders. Those distributions are normally treated as capital, so you pay Capital Gains Tax on them rather than dividend tax.

The CGT rates for individuals are 18% and 24%, and you get the £3,000 annual exempt amount. Compared with a 35.75% or 39.35% dividend rate, that can be a meaningful saving on a large balance.

A few honest caveats. An MVL has professional costs, typically a few thousand pounds, so it rarely makes sense for small balances. Business Asset Disposal Relief (which takes the CGT rate down to 18% from April 2026 for qualifying disposals) is designed for trading companies, and a buy-to-let company is an investment business, so don't assume it applies. And there's an anti-avoidance rule aimed at people who liquidate one company and carry on the same activity through another within two years. If you plan to keep investing in property through a new company, the distribution could be taxed as income. Talk to your accountant before you buy anything new.

5. Strike-off without liquidation

For small amounts, a company can be struck off the register (using form DS01 at Companies House) after distributing its assets. If the total distributed in anticipation of strike-off is £25,000 or less, it can be treated as capital. Above that, it's taxed as a dividend. Useful for winding up the tail end; not a plan for a large sale.

Personal ownership vs company ownership: what's the real difference at sale?

Here's the same flat, same numbers, sold by a higher-rate taxpayer who owned it personally versus by a company. This is the comparison nobody shows you when they're recommending incorporation.

That doesn't mean incorporating was a mistake. The company may have saved you a lot of income tax over the years because it can deduct all its mortgage interest, while individual landlords only get a 20% tax credit. And from April 2027 personal property income will be taxed at new, higher rates of 22%, 42% and 47%, which makes holding through a company look better for those staying in. But it does mean the exit is the expensive part, and you should go in with your eyes open.

Can you sell the company instead of the property?

Yes, and on paper it's tempting. In reality, share sales of one-property companies are uncommon, for three reasons.

The latent gain. The company still holds the property at its original cost. If the buyer later sells the property, the company pays Corporation Tax on the whole gain, including the part that built up while you owned it. Any buyer with a decent accountant will knock some of that hidden tax off the price. How much is a negotiation, but expect it.

The due diligence. A buyer of shares inherits every liability the company has ever had: old tax returns, an undeclared rent arrears dispute, a deposit not protected in 2019, a guarantee you forgot you signed. They'll want warranties and indemnities from you in a share purchase agreement, which means paying a corporate solicitor, not just a conveyancer. On a £200,000 flat, those costs eat into the advantage quickly.

The lender. Most limited company buy-to-let mortgages treat a change of shareholder as a change of control, which needs the lender's consent or triggers repayment. In practice the buyer usually refinances.

Where share sales do work: a portfolio of several properties sold to an experienced investor, or a sale to someone you already know, such as a fellow landlord or a family member, where the trust and information are already there. If you're in that position, it's worth exploring alongside our guide to selling a property portfolio.

Can you transfer the property from the company to yourself?

You can, but it's rarely the tax trick people hope for. If the company transfers the property to you, a director and shareholder, it's treated for Corporation Tax as if it sold at full market value, whatever price you actually pay. So the company pays Corporation Tax on the gain anyway.

Then you, as the buyer, pay SDLT (including the 5% surcharge if you own another home). If you pay the company less than market value, the shortfall is likely to be treated as a distribution to you, which means income tax. And if the property is worth more than £100,000 (or 10% of the company's net assets, if that's lower, with a £5,000 floor), company law requires shareholder approval for the director to buy it under the Companies Act 2006 rules on substantial property transactions.

It's legitimate if you genuinely want to move in or keep the property personally. It isn't a way of avoiding tax.

What's different about the actual sale process?

If you're going with an asset sale, which most readers will, the conveyancing is mostly normal. But a company seller adds some steps that can slow things down if nobody's prepared for them.

1. Board approval. The directors should formally resolve to sell, ideally recorded in written board minutes. If the company has more than one shareholder, check the articles and any shareholders' agreement for consent requirements.
2. Anti-money-laundering checks on the company. Your conveyancer and agent will need the certificate of incorporation, the register of persons with significant control, ID for the directors and anyone holding 25% or more of the shares. Have these ready. (See our property jargon guide if AML, PSC and TR1 are a blur.)
3. Signing the transfer. The TR1 transfer deed must be executed by the company. Under the Companies Act 2006 that means two authorised signatories (two directors, or a director and the company secretary), or one director signing in front of a witness. A sole director with no company secretary uses the witness route.
4. Redeeming the company mortgage. Ask your lender for a redemption statement early. Check for early repayment charges, which on five-year fixed limited company products can be several percent of the balance.
5. Tenants. If the property is let, decide whether you're selling with vacant possession or with the tenant in place. Since the 2026 rental reforms, the rules on ending a tenancy to sell have changed, and getting it wrong can stall a sale for months. Our guide to selling a tenanted property covers your options.
6. Deposit protection and documents. Buyers' solicitors increasingly ask for the full compliance history: gas safety records, EICRs, deposit protection certificates, licensing if applicable. A company that kept tidy files sells faster.
7. Proceeds go to the company account. Completion money must be paid to the company's bank account, not yours. Paying it to a director personally is a mess for both the accounts and the AML checks.

What about ATED if the property is worth over £500,000?

Companies that own a UK residential property worth more than £500,000 fall within the Annual Tax on Enveloped Dwellings. For 1 April 2026 to 31 March 2027, the charge starts at £4,600 a year for properties worth £500,001 to £1 million, rising steeply in bands above that.

A genuine letting business can usually claim relief so that no ATED is payable, but it must still file a relief declaration return each year. If your company owns a London flat or a higher-value house and you've never filed ATED returns, sort that out before a buyer's solicitor or an HMRC enquiry finds it, because late-filing penalties can apply even where no tax was due. And if it's a share sale, the buyer will certainly ask.

Does a company sale take longer?

An asset sale shouldn't take noticeably longer if you're organised. The delays I see are almost always avoidable: missing company documents for AML, a second director who's abroad and can't sign, a redemption statement requested a week before completion, or a tenant situation that nobody resolved. A share sale is a different animal and commonly takes several months, because of the due diligence and negotiation of the agreement.

If speed matters more than squeezing out the last pound, for example because the company has a refinance deadline or you simply want out before the next accounting year end, selling to a cash buyer is an option. Many investor buyers are comfortable buying from a company and buying with tenants in place. The trade-off is price. Cash buyers typically offer below open-market value, so compare honestly: see our breakdown of what quick-sale buyers really pay and use our list of vetted house buying companies rather than the first name you find online.

How do you value a company-owned property for sale?

Exactly as you would any other property: by comparison with recent local sales. The company wrapper doesn't change what an owner-occupier will pay for a two-bed flat.

What it does change is the net figure you walk away with, so work backwards. Get a realistic market value first (our house value guide explains how to sanity-check agents' figures). Then deduct, in order: the mortgage and any early repayment charge, selling costs, Corporation Tax on the gain, and your personal tax on extracting what's left, minus any director's loan you can take back tax-free. That final number is what you're really selling for.

If the property is tenanted, be aware that investors value a let property on its yield, not just bricks-and-mortar comparables. A low rent relative to the market can drag an investor's offer down; a well-let property with a long-standing tenant can be attractive to the right buyer.

A sensible order of play

If you take one thing from this guide, make it this sequence.

1. Pull the title register and confirm the company owns it.
2. Get the latest company accounts and find your director's loan balance.
3. Ask the lender for a redemption figure and early repayment charge.
4. Get a realistic market valuation, as both a vacant and a tenanted sale if relevant.
5. Sit down with your accountant and model: asset sale with dividends; asset sale with liquidation; share sale (if there's a plausible buyer). Ask specifically about the timing of completion against the company year end and 5 April.
6. Decide on tenants: sell with them or without.
7. Gather the company paperwork (incorporation certificate, PSC register, director ID, board minute) so AML checks don't hold you up.
8. Only then instruct an agent or take offers.

It sounds like a lot. It's about a week of admin, and it's the difference between a sale that's been planned and one that's been reacted to.

My honest view

Incorporating suits landlords who intend to keep reinvesting for the long term. For those who want to sell one or two properties and stop, the exit cost is the price of the years of tax relief they've had, and there's no clever trick that makes it disappear. Anyone who promises one, particularly involving trusts, offshore structures or "loan" arrangements to get cash out of the company, deserves a very sceptical look. HMRC has seen them all.

What you can control is the order of events, the timing, and the choice of extraction route. Those three alone can make a five-figure difference on a typical buy-to-let. Get a proper accountant involved early, ideally one who works with property companies every week rather than a generalist.

And whichever route you choose, don't sell blind. Find out what the property is really worth and what different types of buyer would pay. You can compare offers and get a free valuation through Ready Steady Sell, with no obligation, so you're working from real numbers when you sit down with your accountant.

This guide is general information for landlords in England, Wales, Scotland and Northern Ireland, and is not tax or legal advice. Tax rates quoted are those published by HMRC for 2026/27. Your own position depends on your company's accounts, other income and plans, so take professional advice before acting.