Tax & Share Capital for Corporate & Commercial Lawyers


Much of the UK’s tax code relies on tests that refer to share capital. So it is important for tax practitioners to understand the company law issues involved and for corporate lawyers to understand what tax practitioners need. This half-day seminar will take you through many of the tax issues where share capital is relevant, giving you both technical grounding and practical advice.

What You Will Learn

  • Introduction
    • Broad overview of the tax tests
    • 51%, 75% and 90% subsidiaries
    • Ordinary share capital
    • Non-ordinary share capital
    • What is ‘control’ for tax purposes?
  • Group relief
    • What is group relief?
    • How do the tests apply?
    • Equity holders and ‘normal commercial loans’
    • Opportunities and elephant traps?
  • What is a company / non-UK entities
    • Are they companies?
    • Do they have share capital?
    • Memec and Anson revisited
    • Practical issues
  • Capital gains
    • Capital gains groups, SSE groups and comparisons with group relief groups
    • The substantial shareholdings exemption
    • Entrepreneurs’ relief issues
    • Non-share companies
  • Share capital and distributions
    • Overview of the distributions rules
    • ‘In respect of share capital’
    • Other distributions issues
    • Liquidation, winding up and striking off


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