Taxation of Company Reorganisations

Taxation of Company Reorganisations, Sixth Edition is an essential reference source for tax advisers which covers the basic rules of corporation tax and capital gains, reorganisations, share exchanges and other deemed reorganisations, reconstructions, mergers, demergers and branch incorporations, as well as cross-border transactions.

Written by authors with more than fifty years’ experience of dealing with clients from small owner-managed businesses to multinational corporate groups, this title includes guidance on the full range of corporate transactions and is applicable to a wide number of organisations. While there is comprehensive coverage of the technical and theoretical meaning of the legislation, the authors have also drawn on their vast practical experience, derived from many years of transaction-based work.

This Sixth Edition has been brought fully up to date with recent Finance Acts including FA 2019 and the proposals for FA 2020 that were published in July 2019. It has been reviewed for company and European law and has been updated in relation to the following:

- Changes to substantial shareholding exemptions in Finance (No. 2) Act 2017
- Changes to EIS, SEIS and VCT investment schemes in FA 2018
- The introduction of LBTT in Scotland and LTT in Wales
- Stamp duty changes proposed for FA 2020
- Enhanced material on the taxation of goodwill and loan relationships on a reorganisation

Cases updated since the last edition include:

- Gallaher Ltd v Revenue and Customs Commissioners [2019] UKFTT 207 (TC) (on application of s171 TCGA 1992)
- Hancock [2019] 1 WLR 3409 (Supreme Court decision)
- Trigg [2018] EWCA Civ 17 (Court of Appeal decision)

Pete Miller, CTA (Fellow), Partner, The Miller Partnership

Pete Miller has nearly 25 years’ experience in tax, covering all aspects of business and corporation tax issues. Pete founded The Miller Partnership in 2011 to offer expert advice on all business tax issues to other advisers, particularly lawyers and accountants. Specialist areas include reorganisations and reconstructions, the substantial shareholdings exemption, transactions in securities, HMRC clearances, disguised remuneration, taxation of intangible assets and the new patent box legislation.

George Hardy is a Financial Services Tax Partner of Ernst & Young LLP and head of their Financial Services Mergers and Acquisition Tax Practice. He is a contributor to many publications.

Fehzaan Ismail is a Senior Manager in EY’s International Tax and Transaction Services team and advises clients in the Financial Services sectors. His specialist areas include chargeable gains (including reorganisations), loan relationships, foreign PEs, hybrids and other mismatches and the taxation of intangible assets. Fehzaan has also been heavily involved in the delivery and thought leadership on the tax issues arising on Brexit restructuring transactions.