Selling a property your limited company owns — without the mystery

Asset sale or share sale — the fork in the road, honestly

There are two ways out of a company-held property. A share sale means selling the company itself, property and history included: your gain is taxed once rather than twice, and the tenants, the mortgage (if the lender agrees) and the company’s admin all go with it — but the buyer inherits everything the company ever did, so it comes with due diligence, warranties and a corporate solicitor on each side. We buy companies as well as property, so whichever route suits you, the written offer comes from the same buyer and your exit from being a landlord is guaranteed either way. Which route is right depends on why you’re selling — retirement, divorce, a portfolio that’s stopped making sense — and on facts only your advisers can see: take qualified tax and legal advice, and we’ll point you to the right people. The full comparison, with a calculator, is on share sale vs asset sale.

An asset sale means the company sells the property, through ordinary conveyancing, to a buyer like us. The company signs instead of a person; a board minute approves it; the lender consents if there’s a charge; and anti-money-laundering checks cover the directors and anyone holding 25% or more. For a single flat, a house, or a handful of units, this is almost always the faster, cleaner transaction — and it works the same whether the property is tenanted or vacant.

Where the money actually goes

The part nobody explains: the sale proceeds are the company’s, not yours — the discipline is in the order they move. At completion the mortgage is redeemed first, with any early-repayment charge the lender’s terms demand. The company then owes corporation tax on its gain — sale price less what it paid, plus buying costs and capital improvements. After that comes the quietly good news for most SPV owners: whatever the company owes you on your director’s loan account is repaid to you personally with no tax at all, because repaying a loan isn’t income. Only the balance beyond that needs a strategy — dividends over time, or a members’ voluntary liquidation if the company’s work is done. That last choice genuinely changes what you keep, and it belongs to your accountant, not to a house-buying website.

What we need from a company seller — and what we don’t

Selling to us from a company needs four things: a director who can sign (with a simple board minute — your solicitor drafts it in minutes); the lender’s consent if the property is charged; ID for the directors and any 25%+ shareholders, because AML rules follow the people behind the company; and your accountant in the loop, since the completion date can matter for the company’s year end — and we’ll happily set the date around it, because picking the date is the whole point of us. In an asset sale we don’t need the company’s history audited or warranties about its past — we’re buying the building. If you’d rather sell us the company itself, we’ll tell you up front exactly what our due diligence needs, so there are no surprises late in the process. Tenants in place are fine; the tenancy transfers with the property and the rent is the company’s until completion.

Sources: gov.uk, corporation tax rates · gov.uk, marginal relief · Jonathan Lea Network, selling an SPV company (the share-sale route) · Companies House. England & Wales. General information — not tax, legal or financial advice; the numbers that matter are your accountant’s. Last reviewed September 2026.

The questions company owners ask

Selling more than one — or the whole building? See blocks of flats and commercial property.

Selling the whole building or a portfolio? See blocks of flats and commercial property. Company-owned rentals below EPC C: the low-EPC page has the 2030 arithmetic.