Share sales

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Practice notes
Property authorised investment funds (PAIFs)—summaryThe regime for property authorised investment funds (PAIFs) was introduced in 2008.It created a...
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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 19th May
Practice notes
Share sale or asset sale—tax considerationsThe sale of a company's business can be structured as either:•a sale of assets owned by the company (an...
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19th May
Practice notes
VAT—triangulationIP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period entered into following...
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Produced in partnership with John Fuszard of Sagars Accountants Ltd 19th May
Practice notes
UK Crown Dependency/Overseas Territory Agreements (CDOT)—FAQsWhat are the CDOT agreements?The UK entered into agreements with its three Crown...
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Produced in partnership with Ali Kazimi of Hansuke 19th May
Practice notes
Key tax consequences of an insolvent liquidationThis Practice Note outlines:•the main corporation tax consequences when a UK incorporated company...
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Produced in partnership with Julia Fox of Deloitte LLP and Anthony Davis 19th May
Practice notes
EIS—deferred gain becomes chargeable to CGTCoronavirus (COVID-19): In response to the coronavirus (COVID-19) pandemic, the government introduced a...
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19th May
Practice notes
Property holding structures—SDLT and VAT treatment of a Jersey Property Unit Trust (JPUT)IP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the...
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19th May
Practice notes
Corporation tax—connected personsThis Practice Note looks at the meaning of connected persons within sections 1122 and 1123 of the Corporation Tax Act...
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19th May
Practice notes
VAT on composite suppliesSingle composite supplies vs multiple suppliesWhere a supply comprises a number of different elements with varying VAT...
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Produced in partnership with Martin Shah and Gary Barnett of Simmons & Simmons LLP 19th May
Practice notes
Commercial service charges—VAT implicationsThis Practice Note is about the VAT treatment of non-residential service charges. General positionService...
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Produced in partnership with Martin Scammell 19th May
Practice notes
FATCA in the UK—the UK:US Intergovernmental Agreement: an outlineIP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit...
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Produced in partnership with Ali Kazimi and Chris Orchard of Hansuke Consulting Limited 19th May
Practice notes
Tax considerations on a loan agreement—the tax gross up clauseIP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit...
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Produced in partnership with Eloise Walker of Pinsent Masons 19th May
Q&As
Corporate redomiciliation—can a non-UK company redomicile into the UK?It is possible for a non-UK incorporated company to redomicile to the UK....
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19th May
Practice notes
R&D capital allowancesFORTHCOMING CHANGE: At Spring Budget 2021, the government announced a wide-ranging review of research and development (R&D)...
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Produced in partnership with Anne Fairpo of Temple Tax Chambers 19th May
Practice notes
Transfer of a trade under common ownershipSometimes the restructuring of a business will involve a company transferring an existing trade to a...
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19th May
Practice notes
SDLT group reliefFORTHCOMING CHANGE relating to FA 2008, Sch 36: In its Tax Information and Impact Note (TIIN) on freeports, the government announced...
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19th May

Most recent Share sales content

Precedents
Share purchase agreement—pro-buyer—corporate seller—conditional—long formThis Agreement is made on [insert day and month] 20[insert...
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26th Jul
Precedents
Loan note instrument—private M&A—share purchaseThis Instrument is dated [insert date] 20[insert year]Parties1[Insert name of issuing company]...
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21st Jul
Precedents
Election—capital allowances apportionment on sale of land—CAA 2001, s 198[Date][Transferor's name and Unique Taxpayer Reference (UTR)][Transferee's...
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Produced in partnership with Martin Wilson 8th Jul
Precedents
Share purchase agreement—cross-borderThis Agreement is made on [insert day and month] 20[insert year]Parties1[Insert name of selling corporate...
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1st Jul
Practice notes
Private company transactions—share incentive considerationsSignificance of the target company's share incentive arrangements in the event of a...
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30th Jun
Practice notes
Stamp duty and SDRT on the sale of certificated registered UK sharesFORTHCOMING CHANGE relating to electronic stamping becomes permanent on 19 July...
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23rd Jun
Practice notes
Restrictions on the use of losses following company takeoverPart 14 of the Corporation Tax Act 2010 (CTA 2010) (the Part 14 rules) contains...
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22nd Jun
Practice notes
Substantial shareholdings exemptionThe substantial shareholdings exemption (SSE) is an exemption from corporation tax on chargeable gains for certain...
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16th Jun
Q&As
If both sections 29(2) and 30 of the Taxation of Chargeable Gains Act 1992 potentially apply to a transaction, does one take precedence over the...
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6th Jun
Q&As
How do you calculate stamp duty on the purchase of shares in a UK company where the purchase price of the shares is in US dollars?Practice Note: Stamp...
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6th Jun
Q&As
How is a tax covenant drafted when a target company hasn’t filed any accounts and the transaction does not envisage completion accounts?When drafting...
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6th Jun
Q&As
Does stamp duty frank any stamp duty reserve tax (SDRT) payable on the same share transfer?Stamp duty generally applies to transfers of stock and...
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6th Jun
Q&As
What is the impact of Brexit on the drafting of tax covenants and warranties?At the moment, none.Brexit may eventually alter the way in which tax...
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Produced in partnership with Patrick Ford of Squire Patton Boggs 6th Jun
Practice notes
Warranty and indemnity and contingent risk insurance in distressed M&A transactionsDespite economies around the world receiving unprecedented...
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6th Jun
Q&As
What tax issues should be considered when transferring a non-UK company to a UK company in a share for share exchange?Where a non-UK company is...
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5th Jun
Q&As
Do you have a mutual anti-tax evasion facilitation clause for use in corporate transactional documents?The Criminal Finances Act 2017 (CFA 2017) came...
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5th Jun
Q&As
What are the benefits to each of the buyer and seller in a sale and purchase (whether of shares or assets) where part of the consideration is paid by...
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Produced in partnership with Julian Henwood of Gowling WLG 5th Jun
Practice notes
What are the UK and generic overseas tax considerations for a UK purchaser acquiring an overseas business?A UK based purchaser of an overseas business...
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Produced in partnership with Simon Letherman and Michael Ward of Shearman & Sterling (London) LLP 5th Jun
Practice notes
Insuring tax risk in transactionsDeal makers may look to insurance to manage a variety of risks inherent in transactions. In many situations, tax risk...
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Produced in partnership with Mary Duffy of AIG 5th Jun
Practice notes
Why have a tax covenant?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...
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5th Jun

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