With the current state of the economy, there has been a continual stream of clients who own private companies and who are re-organising, expanding or exiting from their businesses. This course deals with the tax aspects of the sale and purchase of private companies that should be considered when advising clients and gives an update on how the tax legislation has changed and considers the effects of this. It concentrates on the OMB or private company.
Asset sales - the tax implications for both seller and buyer including:
- Allocation of consideration
- Buying goodwill
- VAT and the transfer of going concern (TOGC) rules
Share sales and acquisitions:
- Tax traps for acquirers including lost tax losses, de-grouping charges, secondary liabilities
- The new entrepreneurs’ relief for individual sellers – in detail!
- Substantial shareholding exemption for corporate vendors
- Deferring gains through paper for paper – whether shares or loan notes – and the interaction of entrepreneurs’ relief
- Deferred consideration and earn outs – ascertainable and unascertainable
- Consideration of the ‘employment related securities’ rules
Pre sale planning focusing on corporate reorganisations:
- Hive downs
- Demergers – exempt distributions and section 110 liquidations