Entity Setup
Entity Setup: What Finance Act 2025 Means for UK Small Businesses & Partnerships
Recent legislative changes in Finance Act 2025 impact how LLPs are taxed, rates are structured, and what reliefs entity owners should leverage to optimize their structures.
By NomadicTax Research Team • 5-8 min read • November 23, 2025
## Key Changes in Finance Act 2025 Impacting Small Businesses and Partnerships
### Tax Rates and Income Structure
- **Main rates of Income Tax** remain at **20% (basic), 40% (higher), and 45% (additional)** for 2025-26. ([legislation.gov.uk](https://www.legislation.gov.uk/ukpga/2025/8/part/1/enacted?utm_source=openai))
- Starting rate for savings income is fixed at **£5,000**, and indexation does *not* apply for that starting rate limit in the 2025-26 tax year. ([legislation.gov.uk](https://www.legislation.gov.uk/ukpga/2025/8/part/1/crossheading/income-tax-charge-rates-etc/enacted?utm_source=openai))
### LLPs and Partnership Tax Proposals Dropped or Modified
A proposed tax raid on LLPs—particularly for LLP partners in law/accountancy firms—around increased National Insurance was **scrapped**. ([ft.com](https://www.ft.com/content/3b99301c-3a66-4592-8bde-ab763ec0e453?utm_source=openai)) This preserves current treatment for many partnerships and mitigates compliance risk.
### Corporation, Capital Gains & Reliefs
- The Finance Act confirms applicable rates for CGT in 2025-26; business asset disposal reliefs are phasing and caps matter. ([gov.uk](https://www.gov.uk/government/publications/autumn-budget-2024-overview-of-tax-legislation-and-rates-ootlar/841ddc37-58e0-4d3f-9b53-123e8903d274?utm_source=openai))
- The **Post Office Capture Redress Scheme Regulations 2025** introduce tax exemptions for payments under that scheme: income tax, capital gains tax, corporation tax exemptions; reliefs from inheritance tax from **20 November 2025**. ([legislation.gov.uk](https://www.legislation.gov.uk/uksi/2025/1130/made?utm_source=openai))
## How to Choose Entity Structures Given These Policies
| Entity Type | Pros in Current Regime | Considerations / Downsides |
|---|---|---|
| Limited Liability Partnership (LLP) | Still no severe NI hikes; may suit professionals wanting partner-style flexibility | Watch out for tax avoidance rules; changes may still come in future Budgets |
| Limited Company | Greater clarity for profits, dividended vs salary splits; useful for higher-earning entities | More compliance & admin; corporation tax applies; less flexible for loss absorption |
| Sole Trader / Self-Employed | Simpler; fewer compliance burdens; Class 4 NIC rate cuts in earlier measures help | No liability protection; rising tax on foreign gains for those who become long-term residents or non-doms |
## Actionable Insights for Business Owners
- **Review entity structure** if forming new business: LLP advantages persist, but Treasury might revisit partnership NI in later Budgets.
- **Time your profit extraction**: dividends vs salary should be balanced under company structure since personal tax and NI combo matters.
- **Use reliefs**: Business Asset Disposal Relief (and similar) timing matters—know when rates and lifetime limits shift. Sell assets around relief phases if suited.
- **Plan upcoming capital gains events**: especially for entities or partners who sell property or shares—rebasing and rate changes may apply.
- **Monitor draft Finance Bill 2025-26 clauses**: tax planning should respond to what is likely to pass into law. ([gov.uk](https://www.gov.uk/government/collections/finance-bill-2025-26?utm_source=openai))
## Example Scenario
A law firm currently structured as an LLP is unaffected for now by the scrapped LLP NI proposal. But if partners expect rising earnings or planning international activities, they should consider forming a limited company for certain lines of business, or splitting consulting vs employment work to maximize tax efficiency.
## Summary
- Finance Act 2025 solidifies many existing rates, retains reliefs, and introduces specific exemptions (e.g. Post Office redress) while dropping some proposed burdens on partnerships.
- Entity setup choices should weigh liability, tax exposure, relief eligibility, and anticipated changes from upcoming tax bills.