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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
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
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
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
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
Coronavirus (COVID-19): HMRC has stated in its International Manual that if a financial institution cannot meet the FATCA reporting deadline of 31 May...
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Produced in partnership with Ali Kazimi and Chris Orchard of Hansuke Consulting Limited 12th Jan
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
This Practice Note explains:•what a determination in respect of direct tax (ie a direct tax determination) is•when HMRC might issue a direct tax...
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Produced in partnership with Philip Rutherford 12th Jan
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
A damages or compensation payment may attract VAT. This depends on exactly what the payment is for. If it is purely compensatory, it will be outside...
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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
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 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 Nov
Practice notes
A management buyout, or MBO, involves the acquisition of a business by its existing management team usually with the help of private equity financing....
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9th Nov
Practice notes
The international movement of capital rules should be considered whenever:•any non-UK tax resident subsidiary (referred to in this note as a foreign...
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9th Nov
Practice notes
This Practice Note:•explains:◦the purpose of the tax indemnity clause that is normally found in a loan agreement, and◦that the standard drafting of...
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9th Nov

Most recent Share sales content

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
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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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
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
Practice notes
Deal makers may look to insurance to manage a variety of risks inherent in transactions. In many situations, tax risk can be managed or eliminated in...
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Produced in partnership with Mary Duffy of AIG 9th Apr
Practice notes
The way consideration payable for the acquisition of shares is structured is not always straightforward. In many cases payment can be delayed,...
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9th Apr
Practice notes
Companies can be treated as forming groups for many different tax purposes. The usual principle behind group treatment is that the companies which...
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9th Apr
Practice notes
ARCHIVED: This Practice Note has been archived and is not maintained.The value shifting rules are anti-avoidance provisions. They are similar to the...
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9th Apr
Practice notes
This Practice Note is about the practical issues that a tax lawyer should consider when advising on an M&A transaction, structured as a share sale,...
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Produced in partnership with Natasha Kaye of Cooley (UK) LLP 9th Apr
Practice notes
Some company acquisitions that involve a corporate buyer will be structured so that the consideration payable is the issue of new shares and/or loan...
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9th Apr
Practice notes
Coronavirus (COVID-19) impact on stamp duty process: During the coronavirus outbreak, the Stamp Office is temporarily only accepting electronic...
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9th Apr
Practice notes
The sale of a company's business can be structured as either:•a sale of assets owned by the company (an asset sale), or•a sale of shares in the...
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9th Apr
Practice notes
The rules dealing with depreciatory transactions and dividend stripping are anti-avoidance provisions.They target the artificial transfer of value out...
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9th Apr
Practice notes
The way consideration payable for the acquisition of shares is structured is not always straightforward. In many cases payment can be delayed,...
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9th Apr
Practice notes
When a person (the Buyer) buys a company, rather than the assets of a business, all of the historic liabilities of that company and its subsidiaries...
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9th Apr
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 Apr

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