Share and asset sales

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Practice notes
The regime for property authorised investment funds (PAIFs, or as HMRC use in regulations and their published guidance, Property AIFs)) was introduced...
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Produced in partnership with Martin Shah of Simmons & Simmons LLP based on material originally written by Charles Goddard of Rosetta Tax LLP 12th Jan
Practice notes
The Enterprise Investment Scheme (EIS) is designed to encourage investment in smaller, higher-risk trading companies by offering a range of tax...
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9th Nov
Practice notes
Overdrafts, term loans and revolving credit facilitiesThree common types of loan facility are:•overdrafts•term loans, and•revolving credit facilities...
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9th Nov
Practice notes
Where a dispute is brought to an end by a payment of damages or compensation, whether under a court order or an out-of-court settlement agreement:•the...
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9th Nov
Practice notes
This Practice Note is about the meaning of a scheme of reconstruction for tax purposes.Tax neutrality is maintained where a company (company A) enters...
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9th Nov
Practice notes
It is standard market practice for loan agreements (also known as facility agreements), whether bilateral or syndicated, to:•prohibit a borrower from...
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Produced in partnership with Eloise Walker of Pinsent Masons 12th Jan
Practice notes
This Practice Note describes the law and practice relating to elections under section 198 or 199 of the Capital Allowances Act 2001 (CAA 2001), which...
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Produced in partnership with Martin Wilson 12th Jan
Practice notes
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:...
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Produced in partnership with Zoe Feller of Bird & Bird 12th Jan
Practice notes
It is market practice for a tax covenant, also known as a tax deed, to form part of the transaction documents in respect of a sale of all the shares...
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9th Nov
Practice notes
Brexit: As of exit day (31 January 2020) the UK is no longer an EU Member State. However, in accordance with the Withdrawal Agreement, the UK has...
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Produced in partnership with Martin Shah and Gary Barnett of Simmons & Simmons LLP 12th Jan
Practice notes
Plant and machinery allowances are the most widely used form of capital allowance. Plant and machinery is often (wrongly) interpreted as if the terms...
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Produced in partnership with Martin Wilson 12th Jan
Practice notes
Unilateral relief, like double tax relief, aims to relieve double taxation. Subject to certain conditions being satisfied and specific limits,...
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9th Nov
Practice notes
FORTHCOMING CHANGE: HMRC is consulting (13 July to 10 August 2020) on draft regulations to provide a deduction from a UK entity’s equity and...
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Produced in partnership with Charlotte Sallabank of Katten Muchin Rosenman UK LLP 12th Jan
Practice notes
Brexit: This Practice Note contains information on subjects impacted by the UK’s withdrawal from the EU. The Taxation (Cross-border Trade) Act 2018,...
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Produced in partnership with John Fuszard of Sagars Accountants Ltd 12th Jan
Practice notes
FORTHCOMING CHANGE relating to property rich collective investment vehicles and certain investors: HMRC is consulting until 16 December 2020 on draft...
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9th Nov
Practice notes
Part 8 of the Corporation Tax Act 2009 (CTA 2009) is a specific corporation tax regime that applies exclusively to the gains and losses of intangible...
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Produced in partnership with Anne Fairpo of Temple Tax Chambers 12th Jan

Most recent Share and asset sales content

Precedents
This Agreement is made on [insert day and month] 20[insert year]Parties1[Insert name of selling corporate entity] incorporated in [England and Wales...
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6th May
Precedents
This Agreement is made on [insert day and month] 20[insert year]Parties1[insert name of selling corporate entity] a company incorporated in [England...
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6th May
Precedents
This Agreement is made on [insert day and month] 20[insert year]Parties1[Insert name of selling corporate shareholder] incorporated in [England and...
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6th May
Precedents
[Date][Transferor's name and Unique Taxpayer Reference (UTR)][Transferee's name and UTR]Election to apportion the price of fixtures under section 198...
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Produced in partnership with Martin Wilson 5th May
Practice notes
This Practice Note describes the law and practice relating to elections under section 198 or 199 of the Capital Allowances Act 2001 (CAA 2001), which...
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Produced in partnership with Martin Wilson 5th May
Practice notes
FORTHCOMING CHANGE: Finance Bill 2021 amends the definition of a change of ownership so that the ‘wider’ definition (referred to below), that...
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26th Apr
Practice notes
The substantial shareholdings exemption (SSE) is an exemption from corporation tax on chargeable gains for certain share disposals by companies. The...
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21st Apr
Practice notes
The UK tax legislation contains various provisions whereby one person may be made responsible for the tax liability of another. These are known as...
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Produced in partnership with Satwaki Chanda 12th Apr
Practice notes
Business asset disposal relief (BADR), which was called entrepreneurs' relief for tax years prior to 2020–21, is a capital gains tax (CGT) relief that...
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Produced in partnership with Satwaki Chanda 12th Apr
Precedents
DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see...
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9th Apr
Practice notes
Significance of the target company's share incentive arrangements in the event of a transactionA potential purchaser will typically wish to avoid...
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9th Apr
Practice notes
This Practice Note is about roll-over relief for capital assets, which is a deferral of capital gains tax, or corporation tax on chargeable gains, for...
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9th Apr
Practice notes
IP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period entered into following the UK’s...
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Produced in partnership with Cathya Djanogly and Wedlake Bell 9th Apr
Practice notes
The value shifting rules are anti-avoidance provisions. They are similar to the rules applying to depreciatory transactions in that they target the...
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9th Apr
Practice notes
Coronavirus (COVID-19) and TUPE transfers: the Coronavirus Job Retention Scheme (CJRS), which provides support to employers with a grant to enable...
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9th Apr
Practice notes
Where a company wishes to acquire another company whose shares are admitted to trading on a regulated market (such as the Main Market of the London...
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9th Apr
Practice notes
In an asset sale, the buyer selects and purchases from the seller only those assets and liabilities it wishes to acquire. Sometimes, an asset sale is...
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Produced in partnership with Mark Simpson of Squire Patton Boggs (UK) LLP 9th Apr
Practice notes
IP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period entered into following the UK’s...
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Produced in partnership with Cathya Djanogly 9th Apr
Practice notes
When a person buys the share capital of a company, the transaction will often be referred to as:•a completion accounts deal•an accounts date deal,...
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9th Apr
Practice notes
FORTHCOMING CHANGE relating to the modernisation of stamp taxes on shares framework: The government is asking for views on the principles and design...
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9th Apr

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