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 is aimed at corporate and commercial lawyers who may not have full tax support for the transaction and will take you through many of the tax issues where share capital is relevant, giving you both technical grounding and practical advice.

This seminar will cover the following:

  • 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?
  • Capital gains
  • Capital gains groups, SSE groups and comparisons with group relief groups
  • The substantial shareholdings exemption
  • Entrepreneurs’ relief issues and earn outs
  • Non-UK entities
  • Are they companies?
  • Do they have share capital?
  • Practical issues
  • Share capital and distributions
  • Overview of the distributions rules
  • ‘In respect of share capital’
  • Other distributions issues
  • Liquidation, winding up and striking off
  • Returning or reducing capital
  • Purchase of own shares
  • Reduction of capital
  • The reorganisations rules
  • Reorganisations
  • Share exchanges
  • Schemes of reconstruction


To book please click here.


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