I have company A which is an investment company.

I have company B which is an contracting company.

I want to make company B a subsidiary of company A, I presume I need to fill out some type of form for the purchase of company B shares from company A?

Both companies have 1 share and I am the 100% owner of both.

Can anyone tell/link me the process on how to do this or the forms I need to fill out?

  • I'm voting to close this question as off-topic because merging an investment company and a contracting company, stretches beyond Personal Finance . – RonJohn Sep 27 at 1:20
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    @RonJohn Actually, the wholly-owned companies sound like they are investment vehicles for the OP’s personal finance. He’s probably even the sole director of both companies. It’s possible the contracting company was created due to conditions of employment - I don’t know about the UK, but it’s common in Australia in some sectors. – Lawrence Sep 27 at 2:50
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    This might be useful - stock transfer form. Once you figure it out properly, come back and write up an answer for anyone else wondering about the same thing in the future. – Lawrence Sep 27 at 2:52
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    @Lawrence You are correct. – Martin Dawson Sep 28 at 14:43

Fundamentally, all you need to do is sell your share in company B to company A (assuming you're not actually wanting to do something more like have company B hollow itself out by selling all its assets to company A, and then wind company B up).

There's a good article at https://uk.practicallaw.thomsonreuters.com/3-552-5708 which is a nice comprehensive list of all the other considerations that there might be. That page's section 11 "What are the main documents in an acquisition and who generally prepares the first draft?" and section 20 "What documents are commonly produced and executed at signing and closing meetings in a private company share sale?" are probably very relevant.

The stock transfer form is an important part of the process; arguably the most important part as it's the stamp on it (possibly paid for by stamp duty, if your trade is above the thresholds at which that would apply) which makes the transfer legal. There's useful information on this element at https://www.gov.uk/guidance/stamp-duty-on-shares#completing-a-stock-transfer-form (and here, from Lawrence's comment on your question).

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