| Commentary

224.1 Apportionment

| Commentary

224 Consideration

224.1 Apportionment

The sale agreement should not only set out the consideration price and how it is to paid but also apportion this amongst the assets. The apportionment will have tax consequences for both the seller and the buyer, and very often their interests will conflict because of the differing tax treatment of the assets being transferred. The tax consequences of the sale are discussed more fully below1 but it will be helpful to summarise some of the main points relating to apportionment now.

Some aspects of this apportionment are likely to be relatively uncontroversial. For instance, the buyer will

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