Special Purpose Vehicles have long been the preserve of private equity firms and institutional investors. These ring-fenced legal entities, designed to isolate financial risk and protect parent company balance sheets, typically appeared in infrastructure deals, securitisations, and large-scale property development.
Until Former Chancellor George Osborne's Summer Budget in July 2015.
The announcement of Section 24, restricting mortgage interest tax relief for individual landlords, didn't trigger an overnight exodus of Landlords in the Buy-to-Let (BTL) market. The changes were phased in over four years, with 75% of mortgage interest still deductible in April 2017, dropping to 50% by April 2018, then 25% by April 2019. By April 2020, the restriction was complete. Individual landlords could no longer deduct mortgage interest as an expense, receiving only a 20% tax credit instead.
Higher-rate taxpayers who'd previously claimed relief at 40% or 45% were suddenly limited to 20%. The arithmetic was brutal. Facing significantly higher tax bills, landlords began incorporating Limited Companies at scale. What started as a defensive tax strategy evolved into something more sophisticated. Britain's landlords aren't just using corporate wrappers. They're deploying genuine SPV strategies.
Limited Company purchases now represent 70-75% of all buy-to-let transactions. With over 401,000 active BTL Limited Companies in the UK and £32bn in total gross BTL lending forecast for 2025 (including £9bn in new purchases), we're watching the wholesale corporatisation of an entire asset class.
The enabling infrastructure nobody discusses
Two government bodies inadvertently built the foundations for this transformation, though neither particularly intended to revolutionise property investment.
Companies House digitised incorporation to the point where you can register a Limited Company in under 24 hours. What once required solicitors, paperwork, and weeks of processing now happens online before lunch. The barrier to creating an SPV dropped to £50 and a web form. Incidentally, the incorporate fee used to be £12 up until 1st May 2024 when it increased to £50, a 300% jump!
HMRC's Making Tax Digital initiative, whilst frustrating many small businesses, forced landlords to adopt proper accounting software and corporate-grade record keeping. You can't file digitally with a shoebox full of receipts. The infrastructure landlords needed to run multiple SPVs efficiently was built as a compliance requirement, then became the operational foundation for portfolio scaling.
Together, these administrative changes created the plumbing for professional landlords to operate like institutions without institutional overheads.
Three structural approaches emerge
Professional landlords deploying SPV strategies have converged on three distinct models, each optimising for different priorities.
Single-asset SPVs
Each property sits in its own Limited Company. Maximum liability ring-fencing, maximum flexibility. If one property encounters problems, others remain protected. Refinancing, selling, or bringing in equity partners on specific assets becomes straightforward. The company itself can be sold rather than just the property, creating cleaner exit routes.
The trade-off is administrative. Multiple companies mean multiple sets of accounts, multiple Companies House filings, higher accountancy fees. This structure makes sense for landlords building portfolios of 10-plus properties where optionality and risk management justify the complexity.
Consolidated portfolio companies
Multiple properties within one Limited Company. Simpler administration, lower costs, easier cash flow management across the portfolio. One set of accounts, one annual filing, one corporate tax return.
The downside is cross-contamination. A problematic property can affect the entire company's financial position. Refinancing one property may trigger lender reviews of the whole portfolio. Exiting individual assets becomes messier. Suitable for smaller portfolios where operational simplicity outweighs flexibility concerns.
Holding company structures
The institutional approach. A parent holding company owns multiple subsidiary Limited Companies, each holding one or more properties. Combines centralised control with subsidiary-level risk isolation. Profits can be consolidated at the holding company level for tax efficiency. The structure institutional investors immediately recognise and understand.
Naturally, this approach requires the most sophisticated accounting and legal advice. Worthwhile for landlords operating at scale, building portfolios of 20-plus properties, or constructing something they intend to eventually sell as a business rather than liquidate as individual assets.
Market fragmentation reflects strategic sophistication
Our newly launched leaderboard tracking Limited Company Buy-to-Let, Commercial Property, and Bridge Financing Lenders, shows nearly 750 lenders actively completing transactions in October. The Mortgage Works topped October with 600+ transactions and just over 7% market share. Together secured second place with 570+ deals. Aldermore, Paragon, and Kensington round out the top five.
That degree of fragmentation isn't market chaos. It reflects genuine segmentation. Different lenders specialise in different structures, different portfolio sizes, different growth trajectories. Some excel at financing single-asset SPVs for professional landlords. Others focus on consolidated portfolio companies. A handful build expertise in complex holding company structures.
The lender you need depends entirely on which structural strategy you're deploying.
Where this leads
We're watching residential property investment professionalise in real time. Section 24 forced the amateurs out. Those who remained had to level up.
But administration at this scale creates opportunity for a different kind of disruption. Professional landlords managing 20 or 30 separate SPVs aren't just dealing with tenants and maintenance. They're running corporate portfolios with Companies House obligations, mortgage covenant monitoring, dividend strategies, and cashflow management across multiple legal entities.
This creates an opportunity for a different type of ‘Agent’ for portfolio landlords as part of their professional team, AI Agents!
Within three years, expect to see autonomous systems managing SPV portfolios. Monitoring company accounts, flagging refinancing opportunities, optimising dividend timing, ensuring statutory compliance deadlines are met. Not replacing accountants and solicitors, but handling the operational burden between professional instructions.
The infrastructure for this already exists. Companies House data is, for the most party, structured and accessible. Bank feeds automate bookkeeping. Making Tax Digital forced standardisation. The landlords sophisticated enough to run holding company structures won't be managing spreadsheets manually for long.
Section 24 turned landlords into corporate operators. The next shift turns corporate operators into portfolio managers deploying technology that looks nothing like traditional property management.
The £32bn in total BTL lending forecast for 2025 isn't going to individuals buying single properties. It's financing professional operations that happen to invest in residential assets. They're structured like institutions, think like businesses, and increasingly, will operate using the same technology corporate treasury departments deploy.
The SPV strategies professional landlords use today determine whether they're building portfolios that scale efficiently or just accumulating administrative complexity. Those who treat corporate structure as strategy rather than compliance will be positioned for whatever comes next.
Those still thinking of Limited Companies as tax wrappers are already behind.
