Taxation of Company Reorganisations

By: Pete Miller and George Hardy
ISBN: 9781526511492

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About Taxation of Company Reorganisations

This title is an essential reference source for tax advisers who need to offer clear and concise guidance clients who are looking to restructure their business. Drawing on the years of transactional experience gathered by the principal authors, Pete Miller and George Hardy, it includes guidance to a variety of topics from the reduction of capital rules, to using them for tax structuring, to EU cross-border transactions. The guidance is... Read more

About Taxation of Company Reorganisations

This title is an essential reference source for tax advisers who need to offer clear and concise guidance clients who are looking to restructure their business. Drawing on the years of transactional experience gathered by the principal authors, Pete Miller and George Hardy, it includes guidance to a variety of topics from the reduction of capital rules, to using them for tax structuring, to EU cross-border transactions.

The guidance is applicable to a wide range of organisations; from small owner managed businesses up to the largest public companies. The basic principles behind the relevant legislation are laid out, including relevant EU legislation such as the Mergers Directive and the Cross Border Mergers Directive.

The commentary then looks at the various options open to companies, from reorganising to branch incorporation. The rules are analysed with the available reliefs laid out.

The new edition is updated in relation to the following:

– Changes to the substantial shareholding exemptions in Finance Act No 2017
– Changes to EIS, SEIS, and VCT investment schemes in FA 2018
– The Stamp Taxes chapter will be updated to take account of the introduction of LBTT in Scotland and LTT in Wales

Table of Contents

Part 1: Basic rules

Chapter 1: Corporation tax and chargeable gains
Chapter 2: Stamp taxes
Chapter 3: Value added tax
Chapter 4: EU Legislation

Part 2: Reorganisations

Chapter 5: Introduction to reorganisations

Chapter 6: Reorganisations of share capital

Chapter 7: Conversions of securities

Part 3: Deemed reorganisations

Chapter 8: Introduction to deemed reorganisations
Chapter 9: Share-for-share exchanges
Chapter 10: Exchanges involving QCBs
Chapter 11: Earn-outs
Chapter 12: Interaction with substantial shareholdings
exemption
Chapter 13: Interactions with other legislation
Chapter 14: Reorganisations: Anti-avoidance and clearances
Chapter 15: Clearances

Part 4: Reconstructions

Chapter 16: Introduction to reconstructions
Chapter 17: Definition of ‘reconstruction’
Chapter 18: Company compromises or arrangements
Chapter 19: The UK reconstruction reliefs

Part 5: Mergers

Chapter 20: UK company mergers
Chapter 21: Cross-border mergers

Part 6: Demergers

Chapter 22: Introduction to demergers
Chapter 23: Demergers: Legal background
Chapter 24: Liquidation distributions
Chapter 25: Exempt distributions
Chapter 26: ‘Return of capital’ demergers
Chapter 27: EU cross-border demergers

Part 7: Branch incorporations

Chapter 28: Incorporation of non-UK branches
Chapter 29: EU branch incorporations

Publishing Details

Publication Date: 21 November 2019
ISBN: 9781526511492
Binding: Paperback
Edition: 6
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