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HMRC internal manual

VAT Books

Books: Printed matter supplied with services: Company registration services

Businesses wishing to establish an incorporated company will often use the services of a specialist who will supply either 

  • a ready-made off-the-shelf company whose objects broadly fit the intended business activities, or
  • a tailor made company with the specific details and directorships requested.

In either situation, one or more copies of documents such as certificates of incorporation and memorandum and articles of association may be provided. Where these are in hard copy (as opposed to digital format), the question arises as to whether there is a single supply of registration services to which the printed matter is ancillary or a multiple supply of zero-rated printed matter and standard rated services.

The judgement in Card Protection Plan (CJEC C-349/96) established that where a supply from an economic point of view was a single supply, it should not be artificially split so as to distort the functioning of the VAT system. A customer acquiring a registered company is receiving one supply of having a company formed; not one supply of registration services and a separate supply of paperwork.

Where additional copies of documentation are offered as an option for an additional payment, there may be either a single or multiple supply.

The tribunal in the case of J P Company Registrations Ltd (LON/86/302) (VTD 2249) decided that the trader’s supply of a ready made off-the-shelf company plus eight prints of the memorandum and articles of association consisted of two supplies. One supply of a ready-made company and a separate supply of zero-rated printed matter. In reaching his decision, the chairman took account of the fact that if the customer did not require the prints he would not be charged for them. This tribunal was heard before Card Protection Plan, although we would not dispute the tribunal’s findings.