The following Tax practice note Produced in partnership with Zoe Feller of Bird & Bird provides comprehensive and up to date legal information covering:
The reasons why a company might carry out a demerger, and the different ways in which a demerger may be structured, are described in Practice Notes: Demergers—an introduction to the tax issues and Demergers—an introduction for corporate lawyers.
More detailed Practice Notes describe the tax issues associated with the main demerger routes, namely:
statutory (or dividend) demergers, which may be direct or indirect—see Practice Note: Statutory demergers
liquidation demergers—see Practice Note: Liquidation demergers, and
capital reduction demergers—which are the subject of this Practice Note
A capital reduction demerger involves the top company of the target group reducing its capital, in consideration for which the demerged business is transferred to a new holding company that in turn issues shares to the shareholders.
Unlike a statutory demerger, a capital reduction demerger does not qualify for the tax reliefs that are specifically available for exempt distributions. It may, nonetheless, be carried out in such a way that it does not trigger tax charges, either on income or capital, for the shareholders or any of the companies involved in the demerger. This relies on ensuring that the demerger qualifies as a reconstruction for capital gains purposes, and that it can properly be regarded as a repayment of capital rather than an income distribution. In many cases it will also be possible to rely on statutory reliefs from stamp taxes, although this
**Trials are provided to all LexisPSL and LexisLibrary content, excluding Practice Compliance, Practice Management and Risk and Compliance, subscription packages are tailored to your specific needs. To discuss trialling these LexisPSL services please email customer service via our online form. Free trials are only available to individuals based in the UK. We may terminate this trial at any time or decide not to give a trial, for any reason. Trial includes one question to LexisAsk during the length of the trial.
To view the latest version of this document and thousands of others like it, sign-in to LexisPSL or register for a free trial.
Existing user? Sign-in
Take a free trial
Tipping off and prejudicing an investigationIt would undermine the benefit to the authorities if, a suspicious activity report (SAR) having been made, the alleged offender were to be made aware of the interest in their activities so that they could take steps to cover up their misdeeds or disappear.
This Practice Note considers proprietary estoppel from a generic standpoint.For industry specific guidance on proprietary estoppel, see Practice Notes:•Estoppel and property law•Mortgages by estoppelProprietary estoppel—what is it?Unlike the other forms of estoppel (see Practice Note: Estoppel—what,
A declaratory judgment is a judgment identifying the rights, duties or obligations of one or more parties in a dispute. It is legally binding, but does not order any action by a party. A court may issue it alone or in conjunction with some other relief such as an injunction and can be granted on an
This Practice Note is an archive of news from the Loan Market Association (LMA) on LMA documentation and related topics. It covers LMA updates from early 2013 to January 2016. For the latest LMA developments since January 2016, see Practice Note: Loan Market Association (LMA)—latest news on
0330 161 1234
To view our latest legal guidance content,sign-in to Lexis®PSL or register for a free trial.