How a UK Ltd company holds French property — and why it matters

A plain-English guide to the structure CoMaison uses, what it means for UK shareholders, and why we chose it over the French alternatives.

When people ask about the legal structure behind CoMaison, they're usually asking one of two questions: is this safe, and do I understand it? The answer to both should be yes — and this article is designed to make sure it is.

The French alternatives — and why we didn't use them

The traditional structure for co-owning French property is the SCI — Société Civile Immobilière. This is a French civil company specifically designed for property ownership, widely used by French families and international buyers alike. It works well for small groups of people who know and trust each other. It is less well-suited to a structured fractional ownership model with eight shareholders who may not know each other.

The SCI has several disadvantages for UK shareholders specifically. It is governed by French law, operates under French accounting standards, and requires a French accountant and notaire to manage. Its governance framework, while functional, is less familiar and less well-understood by UK owners than a UK company structure.

We looked at the SCI. We also looked at simple tenants-in-common structures (indivision in French law). Neither gave us what we wanted: a clean, well-understood, UK-governed structure that UK shareholders recognise and can engage with comfortably.

The UK Ltd structure — how it works

Each CoMaison property is held by a dedicated UK-registered Limited company — a standard private limited company incorporated at Companies House. That company owns the French property outright. The eight shareholders own shares in the UK company.

This means everything about your ownership is governed by UK company law. The shareholder agreement, which sets out your rights regarding use, how running costs are shared, maintenance decisions and exit, is a UK document, enforceable in English courts under English law. Your shares are UK assets. Your accountant can understand the structure without learning French corporate law.

"You own shares in a UK Limited company. That company owns the property. Everything about your ownership is governed by UK law: familiar, transparent, enforceable."

What the shareholder agreement covers

The shareholder agreement is the document that matters most to you as an owner. Ours covers:

Use rights. The points system that governs when and how you use the property. Peak weeks, shoulder weeks, off-peak weeks. How points are allocated, carried over, and used across the portfolio.

Running costs. How estimated annual running costs are calculated, approved and shared equally among shareholders. There is no letting and no income distribution from the property.

Major decisions. Any significant expenditure, improvement, or change to the property requires a shareholders' vote. Each shareholder has equal voting rights.

Exit provisions. How and when a shareholder can sell their shares. The right of first refusal for existing shareholders. The valuation process. The timeline.

Dispute resolution. The process for resolving disagreements between shareholders — starting with mediation and escalating to English courts if necessary.

Tax considerations

The tax position for UK shareholders is individual in practice, which is why we always recommend independent tax advice. In outline:

Because CoMaison properties are for personal use and are not let, there is no rental income flowing through the company from a letting programme. Capital gains on the sale of shares are typically a matter for the individual shareholder under UK rules. French property transfer taxes (droits de mutation) apply at the time of purchase, as they would for any French property transaction, and are included in the acquisition costs factored into the share price.

Individual circumstances differ. Always take advice that fits your situation.

What CoMaison's stake means

CoMaison retains a minority interest in each property company. This is not a hidden charge. It is a deliberate alignment structure: we share the same running costs and the same interest in keeping the property well cared for.

We chose this structure because the interests of the people who manage the home and the people who own it should point the same way.

Independent advice

We provide this overview as context, not as advice. Before buying any CoMaison share, you should obtain independent legal advice on the shareholder agreement and advice that fits your own tax position. We will provide full documentation and are happy to answer questions from your advisers directly.

The structure is designed to be transparent. We have nothing to hide in it.