MTT51200 - Administration: Filing member: Nominating an alternative filing member
Source: gov.uk (2025-08-05)


The ultimate parent can nominate another company to be the filing member. If the ultimate parent does not nominate a company, or the nomination is not valid, then the ultimate parent of the group will be the filing member (see MTT51100 (https://www.gov.uk/hmrc-internal-manuals/multinational-top-up-tax-and-domestic-top-up-tax/mtt51100)).

For a nomination to be valid:
- the nominated filing member must be a company,
- it must be a member of the group, and
- the nomination must be made in writing.
The nominated company does not need to be a UK company, or have a previous registration with HMRC, although groups may decide it is convenient to use such a company.

The ultimate parent must provide the nominated companywith everything it may reasonably require in order to comply with its obligations as the filing member.

This is set out in paragraph 2, schedule 14 to Finance (No.2) Act 2023.

Notifying HMRC

Although the nomination must be made in writing, it does not need to be submitted to HMRC to take effect. However, if HMRC requests a copy of the written nomination as part of a compliance check, the filing member will need to provide it.

Where there is a change in the filing member, the new filing member is obliged to inform HMRC of the change using the HMRC service (https://www.gov.uk/guidance/replace-the-filing-member-for-a-pillar-2-top-up-taxes-account) within 6 months (see MTT51400 (https://www.gov.uk/hmrc-internal-manuals/multinational-top-up-tax-and-domestic-top-up-tax/mtt51400) - “Changes in registration information”).

Location of the filing member

The UK does not require the nominated filing member to be located in the UK. Where a group does not expect to submit an information return to HMRC (because the overseas return notification will discharge the obligation), the group should choose a filing member that is best able to discharge its obligation.

However, where the group intends to submit its information return to the UK, it should consider whether to nominate a filing member located in the UK.

Firstly, under Article 8.1.2 of the OECD Model Rules, a member will be discharged from the requirement to file an information return by an implementing territory where a Qualifying Competent Authority Agreement (QCAA) is in place, but that agreement must be with the territory in which the filing member is located (rather than the territory with which the agreement is filed). This means that, if a non-UK located filing member submits an information return to HMRC, a foreign territory may still require the group to submit a direct return, even if it has a QCAA with the UK.

Secondly, the Multilateral Competent Authority Agreement only requires the automatic exchange of an information return by a territory where the filing member is located in that territory. Consequently, it is possible that HMRC will not exchange an information return with another territory where it was submitted by a filing member outside the UK.

Nominating a filing member located in the UK will prevent the possibility of such any issues arising and enable any information returns submitted to be exchanged with as many territories as possible.

See MTT52000 (https://www.gov.uk/hmrc-internal-manuals/multinational-top-up-tax-and-domestic-top-up-tax/mtt52000)for guidance on the information return and overseas notification returns (the UK provision that implements Article 8.1.2).

Ceasing to be a filing member

Once nominated, a company will continue to be the filing member until one of the following events occur:
- the ultimate parent makes a valid nomination for a different company to be the filing member,
- the filing member ceases to be a company,
- the filing member ceases to be a member of the group, or
- an HMRC officer or the ultimate parent revokes the nomination, which must be done in writing.
Revocations by HMRC

A nomination can only be revoked by an HMRC officer where the nominated filing member is failing to comply with its obligations. This includes cases where the ultimate parent has failed to provide the nominated filing member with all the resources the filing member needs to comply with its obligations.

HMRC will not revoke the nomination for a simple administrative failure. In general, HMRC will only revoke the nomination where the failure to meet an obligation is likely to increase the risk of a loss of tax. In such cases, HMRC will notify both the nominated companyand the ultimate parent of the revocation.

The revocation takes effect from the date it is issued.

Continuity following change in filing member

Where there is a change in filing member, there is a treatment of continuity between the old and new filing members. The new filing member assumes theobligations and liabilities of the old filing member, and anything done by or in relation to the old filing member is now treated as having been done by or to the new filing member.

Consequently, penalties may be imposed on the new filing member in relation to obligationsthat were previously obligations of the old filing member.

Anything done by HMRC in relation to the old filing member on the day HMRC receives notification of the change is treated as being done in relation to the new filing member. Anything in the process of being done at that time in relation to the old filing member may be considered in relation to the new filing member.

Permanent establishments and main entities

A permanent establishment is an entity for MTT purposes. Where it is a permanent establishment of a company, it may be nominated as the filing member. In this case, the filing member will be considered as located in the UK if the PE is located in the UK.

Permanent establishments only exist as a tax concept, so a distinction will not be made between a main entity and its permanent establishment in practice. Where the filing member is a main entity or a permanent establishment, the administrative obligations will fall on the legal entity.

Groups should consider the impact of the location of the filing member in meeting any local obligations to submit an information return (see ‘Location of the filing member’ above).

Multiparent groups

In groups where there is more than one ultimate parent, a filing member can only be nominated if the nomination has been authorised in writing by every ultimate parent in the multiparent group.