What is a sole trader?
A sole trader is the simplest business structure in the UK. You and the business are legally one and the same — you keep all profits but are personally liable for all debts. You register for Self Assessment with HMRC and file an annual tax return. There are no annual accounts to file at Companies House.
What is a limited company?
A limited company (Ltd) is a separate legal entity. It has its own accounts, pays Corporation Tax, and files at Companies House annually. As a director-shareholder, you typically draw a modest salary (often just below the Secondary NIC threshold) and extract the remainder as dividends — which attract lower tax rates and no NICs.
The core tax difference
Sole traders pay Income Tax at 20%, 40%, or 45% on all their profits, plus Class 4 National Insurance (9% on profits between £12,570 and £50,270, then 2% above). A limited company pays Corporation Tax at 19% (on profits under £50,000) or 25% (profits over £250,000), with a marginal relief taper in between. Director-shareholders then pay dividend tax at 8.75% (basic), 33.75% (higher), or 39.35% (additional rate) — with no NICs on dividends.
Liability — the often-overlooked factor
As a sole trader, your personal assets (home, savings) are at risk if the business cannot pay its debts. As a limited company director, your liability is generally capped at your share capital — unless you have personally guaranteed debts or acted improperly. For businesses with meaningful contracts, suppliers, or employees, this protection matters.
Admin burden
- Sole trader: Register for Self Assessment, keep bookkeeping records, file one annual return. Relatively light-touch.
- Limited company: File annual statutory accounts at Companies House, submit a Corporation Tax return (CT600) to HMRC, file a Confirmation Statement, and run a payroll if you pay yourself a salary. More compliance, but manageable with a good accountant.
IR35 note for contractors
If you work through a personal service company and your engagement is caught by the IR35 off-payroll working rules, the tax advantage of a limited company is significantly eroded. You will effectively pay income tax and NICs as if employed, removing most of the dividend benefit. Specialist advice before setting up is essential.
When does incorporation make sense?
- Profits consistently above £30,000–£35,000 per year
- You want to retain profits in the company and reinvest rather than draw everything out
- You want limited liability protection
- You are dealing with larger clients who prefer a Ltd entity
- You are planning to grow, take on staff, or seek investment
At Gerify, we model both scenarios for every client before making a recommendation. The right answer costs you nothing to find out — book a free discovery call.