Sole Representative Visa Route Closure: What You Need to Know in 2025

Understanding the Sole Representative Visa Route Closure

On 11 April 2022, the UK Home Office officially closed the Representative of an Overseas Business visa route to new Sole Representative applications. This route had previously allowed overseas businesses to send a senior employee to the UK to establish and operate a branch or wholly-owned subsidiary.

The closure forms part of the government’s broader immigration strategy, replacing various business routes with more structured alternatives under the Global Business Mobility framework. Overseas businesses wishing to establish a UK presence must now consider alternative immigration routes.

Historical Context: The 2020 Rule Changes

The route’s closure followed significant rule changes introduced in May 2020 that made the visa considerably more difficult to obtain. These changes included the introduction of a formal genuineness test, stricter authority requirements, and enhanced restrictions on shareholding arrangements.

The Genuineness Test: The 2020 changes specifically introduced a requirement that applicants be genuine representatives of overseas businesses, with decision-makers having authority to refuse applications where they have reasonable grounds to believe the business decision to establish a UK presence or appoint the applicant was made mainly to facilitate immigration applications rather than genuine business purposes.

The increased application numbers following the closure of the Tier 1 Entrepreneur visa in 2019 prompted the government to tighten eligibility criteria before ultimately closing the route entirely.

Current Status of the Route

What Remains Open

Despite the closure to new Sole Representative applications, certain aspects of the route remain available:

• Existing Sole Representative visa holders can continue to apply for extensions of their current status, provided they meet the ongoing requirements including supervising their established UK branch or subsidiary and maintaining employment with the same overseas business.
• Settlement applications remain available for Sole Representatives who have completed five years’ continuous residence in the UK under this route. These applicants must demonstrate they have successfully established and supervised a UK trading presence throughout their qualifying period.
• Media Representatives can still apply for new entry clearance under this route. This category specifically covers employees of overseas newspapers, news agencies, or broadcasting organisations posted to the UK on long-term assignments. Media representatives are typically journalists, producers, news cameramen, or front-of-camera personnel, but administrative support staff do not qualify and must apply under alternative immigration routes.

What Has Closed

Initial applications for Sole Representative status are no longer accepted. The Home Office will refuse any new application from someone seeking to come to the UK for the first time as a Sole Representative of an overseas business.

Requirements for Existing Sole Representative Visa Holders

Extension Applications

Existing Sole Representative visa holders applying for extensions must demonstrate they continue to meet comprehensive requirements. The initial visa grants permission for three years, with subsequent extensions granted for two-year periods. There is no limit on the number of extensions possible, provided requirements continue to be met.

Detailed Extension Eligibility Criteria

To qualify for an extension, applicants must satisfy all of the following requirements:

• Continued employment: The applicant must still be working for the same employer that sponsored their initial application and continue to act as the representative of the UK branch or subsidiary.
• Overseas business headquarters: The parent company must maintain its headquarters and principal place of business outside the UK, even if the UK operation has grown significantly.
• Established UK presence: The applicant must have successfully established and continue to oversee the registered branch or wholly-owned subsidiary in the UK.
• Ongoing business need: The overseas employer must certify that the sole representative remains necessary for the UK operation and that the project necessitating their presence continues.
• Authority for operational decisions: The representative must have authority to take the majority of key operational business decisions locally and have responsibility for establishing and operating the UK branch or subsidiary. However, it is not required that they take unilateral decisions on all matters.
• Same business activities: The UK establishment must operate in the same type of business activity as the overseas parent company.
• Financial maintenance: The applicant must demonstrate sufficient funds to support themselves and any dependants without recourse to public funds.

Required Documentation

Extension applications require comprehensive supporting evidence as specified in the Immigration Rules:

Mandatory Documentation:

• Letter from overseas employer confirming they wish to continue employing the applicant in the same job and that the applicant is still required for the employment
• Salary evidence showing payments made by the employer in the 12 months immediately before the application date, plus details of the complete remuneration package

Additional Documentation for Sole Representatives:

• Evidence of UK business generation principally with UK firms since last permission grant, in the form of accounts, copies of invoices, or letters from business partners indicating transaction values
• Companies House certificate of registration (for branches) or certificate of incorporation (for wholly-owned subsidiaries) with either a copy of the share register or accountant’s letter confirming all shares are held by the overseas business
• Letter from overseas employer confirming the applicant supervises the UK branch or subsidiary

Supporting Documentation:

• Valid passport and travel documents
• Current Biometric Residence Permit
• Police registration certificates (where applicable)
• Evidence of maintenance funds for dependants

Important Note: The evidential flexibility rule does not apply to this category. All documentation must be provided as specified, though additional information may be requested on a discretionary basis.

Travel Restrictions During Applications: Applicants must not travel outside the UK, Ireland, the Channel Islands or the Isle of Man until they receive a decision. Applications will be withdrawn if this restriction is breached.

Application Timing and Processing

Applicants can apply for extension after completing three years in the UK or within the final 28 days before their current visa expires.

Processing Times:

• In-country applications: Approximately 8 weeks
• Out-of-country applications: Approximately 3 weeks

Applications requiring additional verification may result in interview requests. Applicants must attend interviews if requested, and failure to comply without reasonable explanation may result in refusal.

Shareholding Requirements and Restrictions

The Sole Representative route includes strict shareholding restrictions that applicants must maintain throughout their stay:

Overseas Company Shareholding

• Majority shareholding prohibition: Representatives cannot hold more than 50% of shares in the overseas parent company. Holding exactly 50% is permitted.
• Voting rights restriction: Cannot control more than 50% of voting rights in the overseas business
• Self-employment prohibition: Cannot be the self-employed owner or sole proprietor of the business
• Partnership restrictions: Cannot be in a partnership agreement owning more than 50% of the business
• Other arrangements: Must not be party to any arrangement whereby they are effectively the majority owner, controller, or main beneficiary, even if they don’t technically own more than 50%
• Non-shareholding businesses: Where the overseas business does not have a share structure, there are no specific ownership restrictions.
• Share disposal: Representatives may sell their shares in the overseas company during their UK residence, provided they maintain evidence of the transaction for future applications.

Employment Status Verification: Representatives must be genuine employees with proper employment contracts. We would expect most of the following to be true:

• Required to work regularly except when on leave with minimum expected hours
• Regular salary with entitlement to payment for work undertaken
• Report to someone more senior with performance management and disciplinary procedures
• Entitlement to paid holidays, sick pay, and maternity/paternity pay
• Employment contract setting out redundancy procedures
• Contract using terms like ’employer’ and ’employee’

UK Company Ownership

Representatives are prohibited from owning shares in the UK branch or subsidiary they establish. All shares in the UK entity must be held by the overseas parent company. This restriction applies throughout the representative’s stay under this route.

Alternative Routes for Shareholders

Business owners seeking UK establishment who cannot meet shareholding requirements may consider:

• Innovator Founder visa for genuinely innovative business proposals
• Global Talent visa for individuals with exceptional ability
• Self-sponsorship routes through established UK companies with sponsor licences

Settlement Applications

Sole Representatives who have completed five years’ continuous residence may apply for indefinite leave to remain. Settlement applications require comprehensive evidence demonstrating successful business establishment and ongoing supervision throughout the qualifying period.

Settlement Requirements

• Residence requirement: Five years’ continuous lawful residence in the UK under the Representative of an Overseas Business route.
• English language requirement: Applicants must demonstrate English language ability at B1 level in speaking and listening, representing an increase from the A1 level required for initial entry.
• Life in the UK test: Successful completion of the official Life in the UK test demonstrating knowledge of British history, culture, and values.
• Ongoing employment requirement: Throughout the qualifying period, the overseas business must have been active and trading with headquarters remaining outside the UK. The applicant must have been employed full-time without undertaking work for other businesses.
• Business establishment evidence for Sole Representatives: Comprehensive documentation showing successful establishment and ongoing supervision of the UK branch or subsidiary throughout the entire qualifying period. The UK establishment must have been actively trading in the same type of business as the overseas business.

Required Documentation for Settlement:

• Evidence of salary paid in the 12 months before application with remuneration package details
• Letter from employer confirming continued employment requirement for the foreseeable future
• For Sole Representatives: evidence of business generation with UK firms since last permission grant, share register copy or accountant’s letter confirming UK business wholly owned by overseas business, and employer letter confirming supervision throughout the qualifying period

Branch or Subsidiary: Operational Considerations

Sole Representatives must establish either a registered branch or wholly-owned subsidiary of their overseas employer. This decision has significant operational, legal, and tax implications.

Registration Requirements

Both branches and subsidiaries must complete mandatory registrations:

• Companies House registration: All UK business entities require proper registration within one month of opening
• PAYE registration: For employee tax obligations
• Corporation tax registration: For business tax compliance
• VAT registration: Where applicable based on turnover thresholds

Branch vs Subsidiary Legal Structure:

• Registered branch: Part of the overseas company organised to conduct business in the UK, enabling UK clients to deal directly with the branch rather than the overseas parent
• Subsidiary: A separate corporate body wholly-owned by the overseas business but treated as an independent UK-incorporated company

Key Differences

Branch Operations

• Accounting obligations: Branches must file accounts with Companies House for both the UK branch activities and the overseas parent company, creating additional administrative burden.
• Tax implications: UK branches pay corporation tax only on profits generated by UK activities, but accounting requirements are more complex.
• Legal liability: Branches operate as extensions of the parent company, meaning contracts entered into by the UK branch may be enforceable against the overseas parent.
• Dissolution: Generally easier to wind up if the UK venture fails.

Subsidiary Operations

• Accounting obligations: Only UK subsidiary accounts need filing with Companies House, simplifying administrative requirements.
• Tax implications: Subsidiaries pay corporation tax only on UK-generated profits with straightforward accounting.
• Legal liability: Subsidiaries operate as separate legal entities with limited liability protection, preventing parent company exposure to UK debts or contractual obligations.
• Operational independence: Greater flexibility in UK operations and decision-making.

Recommendation

Most businesses find subsidiaries preferable due to limited liability protection, simplified accounting requirements, and operational flexibility. We recommend careful consideration of long-term business objectives and risk tolerance when making this decision.

Business Qualification Criteria

Overseas Business Requirements

The parent company must satisfy stringent qualification criteria:

• Genuine trading requirement: The business must actively trade with evidence of turnover, transactions, and commercial activity.
• Overseas headquarters: The primary headquarters and principal place of business must remain outside the UK.
• No existing UK presence: The business must not already employ anyone in the UK or operate through existing representatives.
• Trading evidence: Companies must provide detailed evidence including financial accounts, transaction records, registered office details, and shareholder information.

Market Potential

Businesses must demonstrate that the UK represents a viable market for their products or services. There are no restrictions on business type, but companies must show genuine commercial justification for UK expansion.

Excluded Arrangements

The following arrangements do not qualify as sole representative relationships:

• Brokers or commission agents (whether individuals or businesses)
• Sales distributors
• Independent contractors
• Franchise arrangements

Family Members and Dependants

Eligible Dependants

Sole Representatives may be accompanied by or joined by eligible family members:

• Spouse or civil partner
• Unmarried or same-sex partner in a genuine relationship
• Dependent children under 18 years of age

Dependant Application Requirements

• Financial maintenance: Representatives must demonstrate adequate funds to support all family members without recourse to public funds. Maintenance funds must be held in a regulated financial institution for a minimum of three months before application.
• Health requirements: Dependants applying from countries listed in Appendix T of the Immigration Rules must provide tuberculosis test results.
• Immigration Health Surcharge: All dependants must pay the Immigration Health Surcharge for the full duration of their visa. Refunds are available only if applications are unsuccessful.
• Important Restriction for Sole Representative Dependants: If the spouse, civil partner, unmarried or same-sex partner of a Sole Representative has a majority stake in, or otherwise owns or controls the overseas business (whether through shareholding, partnership agreement, sole proprietorship or any other arrangement), they are not eligible to apply as a dependant and applications will be refused.

Dependant Rights and Restrictions

• Work authorization: Dependants have unrestricted right to work in the UK.
• Education access: Dependent children can access free education through the state school system.
• Healthcare access: All dependants can access NHS services covered by the Immigration Health Surcharge.
• English language requirements: No English language requirements apply for dependant entry or extensions, but B1 level English is required for dependant settlement applications.

Visa Duration

Dependant visas remain valid for the same duration as the main applicant’s Sole Representative visa, including extensions and settlement applications.

UK Expansion Worker Visa: The Direct Replacement

The government has directly replaced the Sole Representative route with the UK Expansion Worker visa under the Global Business Mobility framework. The official government guidance now explicitly states that representatives of overseas businesses planning to set up their first UK branch should apply for a UK Expansion Worker visa instead.

This sponsored route allows overseas businesses to send workers to the UK to establish and operate a new subsidiary or branch, but operates under fundamentally different principles from the closed Sole Representative route.

Key Differences from the Sole Representative Route

The UK Expansion Worker visa operates differently from its predecessor in several important ways:

• Sponsorship requirement: Unlike the Sole Representative route, the UK Expansion Worker visa requires the overseas business to obtain a sponsor licence and issue Certificates of Sponsorship to workers.
• Multiple workers: The new route allows up to five skilled workers to come to the UK simultaneously to establish the new operation, addressing a key limitation of the previous route.
• Time limitations: UK Expansion Worker visas are typically granted for shorter periods (up to two years) compared to the three-year initial grants under the Sole Representative route.
• No settlement pathway: The UK Expansion Worker route does not lead directly to permanent settlement, requiring workers to switch to other immigration categories if they wish to remain long-term.

Alternative Routes for New Applicants

Global Business Mobility Routes

Beyond the UK Expansion Worker visa, the Global Business Mobility framework offers several alternatives depending on circumstances:

• Senior or Specialist Worker routes may suit established UK subsidiaries seeking to transfer senior staff or specialists from overseas operations.
• Graduate Trainee routes can facilitate graduate development programmes between overseas and UK operations.

Other Business Immigration Options

Depending on individual circumstances, other routes may provide viable alternatives:

• The Innovator Founder visa suits entrepreneurs with genuinely innovative business proposals endorsed by approved bodies.
• The Self-Sponsorship route through Skilled Worker visas may be possible where individuals can establish UK companies capable of obtaining sponsor licences.
• The Global Talent visa provides options for individuals with exceptional talent or promise in specific fields including business and technology.

Impact on Existing Business Structures

The route closure has created challenges for overseas businesses with established UK operations under Sole Representative arrangements. We advise clients on succession planning where Sole Representatives may need replacement or additional support.

Substitutes and Changes of Circumstances

Replacement Representatives: 

Since the Sole Representative route is closed to new applications, overseas businesses cannot appoint replacement representatives under this route. Available alternatives include:

• Established UK operations: If the branch or subsidiary is sufficiently established and can register as a sponsor, replacement workers can apply under Skilled Worker or Global Business Mobility Senior or Specialist Worker routes
• Early-stage operations: If the arrangement ends before the UK establishment finds premises or starts trading, the business can register as a sponsor and apply for replacement workers under the Global Business Mobility UK Expansion Worker route

Change of Circumstances During Permission Period:

• Superior appointments after 5 years: A Sole Representative who completes five years in the category may remain even if the overseas company appoints a superior
• Superior appointments within first 3 years: If the company appoints a superior during the representative’s first three years, extension applications will be refused. The company would need to sponsor the individual to switch to Skilled Worker or Global Business Mobility routes

Where UK subsidiaries have become sufficiently established, they may obtain sponsor licences to employ overseas staff under Skilled Worker or Global Business Mobility routes. This transition requires careful planning to ensure compliance with sponsorship duties and immigration requirements.

Planning for UK Business Expansion

Overseas businesses planning UK expansion should consider their long-term objectives and staffing requirements when selecting immigration routes. The new framework emphasises structured, sponsored immigration rather than the more flexible arrangements previously available.

We recommend early consultation to assess the most appropriate combination of immigration routes for achieving business objectives. This may involve sequential use of different visa categories as businesses establish and develop their UK presence.

How Connaught Law Limited Can Assist

Our immigration specialists provide comprehensive support for both existing Sole Representative visa holders and businesses exploring alternative routes. We understand the complexities arising from the route closure and develop tailored strategies for each client’s circumstances.

For existing visa holders, we provide expert guidance on extension and settlement applications, ensuring compliance with ongoing requirements and maximising success prospects. Our detailed preparation includes comprehensive evidence gathering and presentation.

For new business expansion projects, we assess available options and recommend optimal immigration strategies aligned with business objectives. This includes sponsor licence applications, visa applications across multiple categories, and long-term immigration planning.