Group Reconstructions- Tax Implications

There are many types of transaction that group companies may be involved in, from a (relatively) straightforward sale of a company to a third party, through to more complex deals such as MBOs, hive-downs/hive-ups and demergers.

Getting the important tax consequences of these deals correct hinges on a good understanding of the corporation tax rules involving groups. These rules will be covered thoroughly, particularly where they have undergone major reform in the recent past.
The course will include practical examples, such as merging two trades into one company or demerging L&B from a trading company, so that the former can be owned privately.

Although emphasising the corporation tax areas, the course will also cover relevant personal tax points for shareholders along with practical issues, such as

The topics covered will include:

• Company losses
       o The key points from the F(No.2)A 2017 major reform

• Group relief
       o Group structures
       o Planning, following the recent major reform

• Capital gains
       o Group structures
       o De-grouping charges
       o Planning opportunities

• Substantial shareholder exemption
       o Why it is so important
       o The major reform in F(No.2)A 2017

• Corporate transactions
       o Sale of company
       o Transfer of trade

• To third parties

• Within a group

• Capital allowances issues
       o Hive-downs and hive-ups

• Demergers
       o Statutory demergers
       o Insolvent demergers
       o Capital reduction demergers

• Key personal tax areas for shareholders, including
       o Protecting entrepreneurs’ relief
       o Tax relief for financing costs

• Practical issues, including
       o ‘Transactions in securities’ anti-avoidance rules
       o Obtaining clearances
       o Warranties and indemnities

CPD Course
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