This Q&A requires consideration of the shareholding requirements to qualify for business asset disposal relief (BADR). Provided that the conditions are satisfied, BADR can reduce the rate of capital gains tax (CGT) on the sale of certain business assets to 10%. Although it was previously known as entrepreneurs’ relief, it was renamed as BADR with effect from 6 April 2020. For more see Practice Note: CGT—business asset disposal relief (formerly entrepreneurs’ relief). Note that (save to the extent discussed below) we have not considered the eligibility conditions for relief under the enterprise investment scheme (EIS). For more information on EIS (and links to detailed Practice Notes), see: EIS relief—overview. We assume that here, there is a disposal of a shareholding

Much depends on the degree of disagreement and the identity and relative holdings of the company's members as a whole. The following assumes that the directors are not acting in breach of any shareholders' agreement or other agreement with the member in question or acting in contravention of the company's articles of association. At the outset, a dissenting or otherwise aggrieved shareholder could try to sell the relevant shares, although in a company without a public share trading platform, this may be restricted by the company's articles or prevented by an absence of willing buyers. If the member is satisfied that the affairs of the company are being conducted in a manner unfairly prejudicial to the interests of its members generally (or to the interests of some part of its members including at least the member in question), that member may elect to petition the court for relief under section 994 of the Companies

We assume for the purpose of this Q&A that the shareholder is not also a director of the company and that there is to be no security offered by a public company subsidiary as security for the loan. There is nothing in the Companies Act 2006 (CA 2006) to prevent a shareholder immediately lending an amount equal to a payment they have received on a redemption of shares back to the paying company. However, redeemable shares must be paid for on redemption, unless the terms of redemption of shares provide that the amount payable on redemption may, by agreement between the company and the holder of the shares, be paid on a date later than the redemption date. Therefore if, immediately on receipt, a shareholder returns

It should be noted that the position on this will depend upon the facts of the case and in particular on the arrangements between the shareholder and their personal limited company and the terms upon which the shares in the new company will be held. For the purpose of this Q&A, it is assumed that the question relates to whether a shareholder may be subject to income tax under Chapter 2 of Part 7 of the Income Tax (Earnings and Pensions) Act 2003 (ITEPA 2003) by virtue of a personal company acquiring shares in the new company. This could be the case if the shares constitute employment related securities under ITEPA 2003, s 421B and a taxable event under Chapter 2 is treated as arising in relation to them for these purposes. The shares in the new company will be treated as employment related securities in relation to the shareholder

The Agricultural Tenancies Act 1995 (ATA 1995) allows a farm business tenancy (FBT) to be created without security of tenure provided that various conditions are satisfied (namely, the business conditions coupled with either the agriculture conditions or the notice condition). For guidance on these conditions, see Practice Note: Identifying a farm business tenancy. There is nothing in ATA 1995 which is the equivalent of the aggregation provision under section 43(3) of the Landlord and Tenant Act 1954 (LTA 1954)—that section prevents a succession of short excluded tenancies from being used to avoid security of

There is a requirement in Home England’s Capital Funding Guide that if a development site is in a designated protected area (DPA), and is grant-funded, the registered provider (RP) granting the shared ownership lease must include one of the two clauses, either: • to restrict staircasing to a maximum of 80%, or • if

If the sale of a business is treated as a transfer of a going concern (TOGC) it is treated as neither a supply of goods, nor a supply of services and is therefore outside the scope of VAT. No VAT is then chargeable on the sale. There are various conditions that must be met for a sale of a business to qualify as a TOGC. These are set out in detail in Practice Note: VAT—what is a transfer of a business as a going concern? Further conditions can apply where

A Code right is defined as being a right in relation to an operator and any land, for the statutory purposes of providing an operator's network or an infrastructure system, to carry out various activities, including: ‘…operating electronic communications apparatus which is on, under or over land… Communications Act 2003 (CA 2003), Sch 3A, Pt 1 paras 3 (c).’ See Practice Note: New Electronic Communications Code—Code rights. Under Part 2 of the new Code, a Code right in respect of land may

As explained in Practice Note: IR35—the large and public client off-payroll regime, the off-payroll IR35 regime does not apply to engagements where the end client is ‘small’. The definition of a small company for the purposes of the off-payroll IR35 regime, as explained in the same Practice Note in the section entitled: Definition of ‘small’, is taken from the small companies regime (as set out in the Companies Act 2006). That regime contains a test which considers annual turnover, balance sheet total and the number of employees. The financial period in respect of which the test

Copyright protection for software/code Works protected by copyright under the Copyright, Designs and Patents Act 1988 (CPDA 1988) include, under the category of literary works, computer programs and preparatory design materials for them.. See Practice Note: Copyright—protectable works. Copyright recognises the intellectual creation of an author when a work is created. Copyright is not a registered right which means that subsistence of the right is often not examined in detail until the owner wants to licence or assign it or use it as a cause of action when issuing proceedings for infringement. This is important as it means that copyright protection is usually considered in the light of whether

Following the reforms to the divorce process to remove the requirement of fault, effective from 6 April 2022, a spouse wishing to apply for a divorce (or both spouses acting jointly) makes an application to the court for a divorce order, which will dissolve the marriage on the ground that the marriage has broken down irretrievably. Section 1(5) of the Matrimonial Causes Act 1973 (MCA 1973) provides that the court may not then make a conditional order of divorce unless, where an application that is to proceed by one party to the marriage only has confirmed that that party wishes the application to continue, or where a joint application, both parties have so confirmed. A period of at least 20 weeks

This Q&A assumes that there are no substitute executors. The Non-Contentious Probate Rules 1987, SI 1987/2024, r 31 sets out that 'the lawfully constituted attorney of a person entitled to a grant may apply for administration for the use and benefit of the donor, and such grant shall be limited until further representation be granted, or in such other way as the [district judge or] registrar may direct'. Accordingly, an attorney may apply for a grant but there is no obligation for them to do so. If