Most guides I've found talk about transferring property and not a single mention of apps, logins, emails, domains or code.
So I make ~£30K/year doing solo consultancy work as a sole trader and ~£20K/year from an unrelated SaaS I sell (the SaaS requires maybe 1 day of work a month for email support and bug fixing) in the UK. I want to move from sole trader to Ltd to limit my liability and to be more flexible about when I can take the income. I use a web domain like myname.com for the consulting and myapp.com for the app.
1. How do I transfer the app into the Ltd? I found mentions of deeds of assignment, goodwill valuations and selling your app to the company (where does the money come from?). And then I need to change the payment details for my app (I use Fastspring) to send all future payments to my Ltd business account, add the Ltd name to the myapp.com website terms, move the Git repo and domain name and hosting to an account owned by the Ltd, and I'm done?
2. I'd like to keep using myname.com/email@myname.com for my consulting work as I am the brand here and I like the domain name. Is this a hopeless idea when I already have so many personal accounts/shopping/websites accounts, and business correspondence linked to it? Or it's not a problem as long as the contract is clear the consulting work is being signed to the Ltd and business payments/insurance/accounting stuff stays on an email address only used by the Ltd? I can't think of a business name right now and want limited liability soon. I think I'm just going to register My Name Ltd as the name for now, register mynameltd@gmail.com for all business related sign ups, and think about a custom name and domain later.
4. Are there any good UK tech centric guides online about this? Or advice services? I feel stuck and that most people I talk to won't understand what a SaaS is.
(I'll talk to a lawyer and accountant but I want some base knowledge to question what they recommend. I'm worried I'll only get cookie cutter advice. UK accountant/lawyer recommendations welcome.)
Regarding your email address and business name: a business name can be changed, and there's no importance associated with the domain name you use so this is a non-issue. You can register a new domain that mirrors your current, for example if you use `example.com` you can register `example.limited` in addition and use that when you feel it's appropriate if you'd like there to be a clear distinction.
Ultimately, none of this really matters for a small consultancy company. The volumes you're describing are negligible, and any competent accountant will have had extensive experience with this situation so they'll hand-hold you through the entire process, or you can save yourself money and use a neo-accountant like Crunch (crunch.co.uk) which provides all the advice and insight that you're looking for in their documentation.
The most important thing to understand is that in the UK, all company information is public. If you don't want the business finances exposed, then registering as a limited company is a bad idea: anybody can look up your accounts.
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.
You have a business that happens to be owned by you and you are selling it to another person (your new company). That is a capital transfer like selling shares or property, and normally would attract Capital Gains Tax.
However there is something called "Incorporation Relief" that allows you to defer the CGT charge until you finally sell the shares. To get that relief you have to transfer all the assets of the business to the new company in exchange for shares.
The book entries for it are a bit involved in the new company and you'll have to make sure you get the process correctly - including filling in your self assessment correctly once you have transferred the business.
There are a couple of other ways of transferring the business that may be better tax wise in the coming years. An overview here: https://www.taxinsider.co.uk/incorporation-relief-and-direct...
HTH
There are ongoing costs to having a ltd company, you must keep accurate records and pay for your books to be prepared and signed off by the chartered accountant, it'll be like GBP700/yr or something.
Generally at this level of business, nobody cares who owns the email you transact business under.
Plus it makes accounting simpler