(1)This section applies if a charitable company has a non-exempt amount for an accounting period (see section 493).
(2)The exemptions mentioned in subsection (3) do not apply, and are treated as never having applied, to so much of any income of the charitable company for the accounting period as is attributed under section 494 to the non-exempt amount.
(3)Those exemptions are—
(a)the exemptions under this Part, and
(b)the exemption under regulation 31(1) of the Offshore Funds (Tax) Regulations 2009 (S.I. 2009/3001) (exemption from corporation tax in respect of certain offshore income gains).
(4)Section 256(4) of TCGA 1992 contains corresponding restrictions which apply in relation to section 256(1) of that Act (gains accruing to charities not to be chargeable gains).
(1)A charitable company has a non-exempt amount for an accounting period if it has—
(a)non-charitable expenditure for the period (amount A), and
(b)attributable income and gains for the period (amount B).
(2)The non-exempt amount for the accounting period is—
(a)amount A, or
(b)if less, amount B.
(3)For the purposes of this Part—
(a)a charitable company’s “attributable income” for an accounting period is the charitable company’s income for the period that is exempt from corporation tax as a result of any of the exemptions mentioned in section 492(3),
(b)a charitable company’s “attributable gains” for an accounting period are any gains accruing to the charitable company in the period that as a result of section 256(1) of TCGA 1992 are not chargeable gains, and
(c)a charitable company’s “attributable income and gains” for an accounting period is the sum of its attributable income for the period and its attributable gains for the period.
(4)In applying subsection (3)(a) ignore any restrictions on the exemptions under this Part which result from section 492(2).
(5)In applying subsection (3)(b) ignore any restriction on the exemption under section 256(1) of TCGA 1992 which results from section 256(4) of that Act.
(1)This section applies if a charitable company has a non-exempt amount for an accounting period.
(2)Attributable income of the charitable company for the accounting period may be attributed to the non-exempt amount but only so far as the non-exempt amount has not been used up.
(3)The non-exempt amount can be used up (in whole or in part) by—
(a)attributable income being attributed to it under this section, or
(b)attributable gains being attributed to it under section 256C of TCGA 1992.
(4)The whole of the non-exempt amount must be used up by—
(a)attributable income being attributed to the whole of it under this section,
(b)attributable gains being attributed to the whole of it under section 256C of TCGA 1992, or
(c)a combination of attributable income being attributed to some of it under this section and attributable gains being attributed to the rest of it under section 256C of TCGA 1992.
(1)This section is about the ways in which attributable income can be attributed to a non-exempt amount under section 494.
(2)The charitable company may specify the attributable income that is to be attributed to the non-exempt amount.
(3)A specification under subsection (2) is made by notice to an officer of Revenue and Customs.
(4)Subsection (6) applies if—
(a)an officer of Revenue and Customs requires a charitable company to make a specification under this section, and
(b)the charitable company has not given notice under subsection (3) of the specification before the end of the required period.
(5)The required period is 30 days beginning with the day on which the officer made the requirement.
(6)An officer of Revenue and Customs may determine the attributable income that is to be attributed to the non-exempt amount.
(1)For the purposes of this Part a charitable company’s non-charitable expenditure for an accounting period is—
(a)any loss made in the accounting period in a trade carried on by the charitable company unless—
(i)the trade is a charitable trade, or
(ii)the trade is not a charitable trade but profits of the trade arising in the period would be exempt from corporation tax as a result of one of the exemptions in section 480, 483 or 484,
(b)any loss made in the accounting period in a trade, or in a UK property business or an overseas property business, carried on by the charitable company, if—
(i)the loss relates to land, and
(ii)profits of the trade, or income of the business, generated from the land in the period would not be exempt from corporation tax as a result of the exemptions in section 485,
(c)any loss made in the accounting period in a miscellaneous transaction entered into by the charitable company otherwise than in the course of carrying out a charitable purpose,
(d)any expenditure incurred by the charitable company in the accounting period which is not incurred for charitable purposes only and is not required to be taken into account in calculating—
(i)the profits of, or losses made in, any trade, UK property business or overseas property business carried on by the charitable company, or
(ii)the profit or loss made in any miscellaneous transaction entered into by the charitable company,
(e)any payment made in the accounting period by the charitable company to a substantial donor which is treated under section 504(1) or (5) as non-charitable expenditure,
(f)any non-charitable expenditure treated as incurred under section 504(2) as a result of a transaction between the charitable company and a substantial donor,
(g)the amount of any of the charitable company’s funds that is invested in the accounting period in an investment which is not an approved charitable investment (see section 511), and
(h)any amount lent in the accounting period by the charitable company, if the loan is neither an investment nor an approved charitable loan (see section 514).
But anything which falls within more than one of the above paragraphs counts as non-charitable expenditure only once.
(2)An amount may also be non-charitable expenditure for an accounting period as a result of section 515 (excess expenditure treated as non-charitable expenditure of earlier periods).
(3)This section needs to be read with—
section 479 (meaning of “charitable trade”),
sections 497 to 501 (supplementary provision in relation to this section, in particular in relation to subsection (1)(d), (g) and (h)),
sections 502 to 510 (transactions with substantial donors),
section 511 (approved charitable investments), and
section 514 (approved charitable loans).
(1)This section applies for the purposes of section 496.
(2)A transaction is a miscellaneous transaction if it is of such a nature that, if income or gains had arisen from it (ignoring section 481 (exemption from charges under provisions to which section 1173 applies)), it would have been charged to corporation tax under or by virtue of any provision to which section 1173 applies.
(3)For rules about the calculation of losses, see—
(a)section 47 of CTA 2009 (losses of a trade calculated on same basis as profits),
(b)section 210 of that Act (which applies section 47 of that Act, so that losses of a UK property business or overseas property business are calculated on the same basis as profits), and
(c)section 1306 of that Act (losses from miscellaneous transactions calculated on same basis as miscellaneous income).
(1)For the purposes of section 496(1)(d) “expenditure” includes expenditure of a capital nature.
(2)None of the following is “expenditure” for those purposes—
(a)the investment of any of the charitable company’s funds,
(b)the making of a loan by the charitable company, or
(c)the repayment by the charitable company of the whole or a part of a loan made to it.
(1)This section applies for the purposes of section 496(1)(d).
(2)Subsection (3) applies to expenditure which is referable to commitments (whether or not of a contractual nature) that the charitable company has entered into before or during an accounting period.
(3)The expenditure is treated as incurred in the accounting period if, had the charitable company been required to draw up accounts that met the requirements mentioned in subsection (4), the expenditure would have been required to be taken into account in preparing those accounts.
(4)The requirements referred to in subsection (3) are—
(a)that the accounts are drawn up for the accounting period, and
(b)that UK generally accepted accounting practice applies with respect to them.
A payment made, or to be made, to a body situated outside the United Kingdom is non-charitable expenditure under section 496(1)(d) if—
(a)it is incurred for charitable purposes only, but
(b)the charitable company has not taken such steps as are reasonable in the circumstances to ensure that the payment will be applied for charitable purposes.
(1)Subsection (2) applies if in an accounting period a charitable company—
(a)realises the whole or part of an investment which was made in the period and is not an approved charitable investment (see section 511), or
(b)is repaid the whole or part of a loan which was made in the period and is neither an investment nor an approved charitable loan (see section 514).
(2)Any further investment or lending in the accounting period of the sum realised or repaid, so far as it does not exceed the sum originally invested or lent, is not non-charitable expenditure as a result of section 496(1)(g) or (h).
(1)For the purposes of this section and sections 504 to 506, “substantial donor transaction” means any of the following—
(a)the sale or letting of property by a charitable company to a substantial donor,
(b)the sale or letting of property to a charitable company by a substantial donor,
(c)the provision of services by a charitable company to a substantial donor,
(d)the provision of services to a charitable company by a substantial donor,
(e)an exchange of property between a charitable company and a substantial donor,
(f)the provision of financial assistance by a charitable company to a substantial donor,
(g)the provision of financial assistance to a charitable company by a substantial donor, and
(h)investment by a charitable company in the business of a substantial donor.
(2)For the purposes of this section and sections 504 to 506, a person is a substantial donor to a charitable company for an accounting period if—
(a)the charitable company receives relievable gifts of at least £25,000 from the person in a period of 12 months in which the accounting period wholly or partly falls, or
(b)the charitable company receives relievable gifts of at least £150,000 from the person in a period of 6 years in which the accounting period wholly or partly falls.
(3)If a person is a substantial donor to a charitable company for an accounting period as a result of subsection (2)(a) or (b), the person is a substantial donor to the charitable company for each of the following 5 accounting periods.
(4)A transaction entered into in an accounting period with a person who is a substantial donor for that period may be a substantial donor transaction, even if it was not until after the transaction was entered into that the person first satisfied the definition of “substantial donor” for the period.
A gift is a “relievable gift” for the purposes of section 502(2) if relief is available in respect of it under—
(a)Part 6 (charitable donations relief),
(b)section 257 of TCGA 1992 (gifts of chargeable assets),
(c)section 63 of CAA 2001 (gifts of plant or machinery),
(d)sections 713 to 715 of ITEPA 2003 (payroll giving),
(e)section 108 of ITTOIA 2005 (gifts of trading stock),
(f)sections 628 and 630 of ITTOIA 2005 (gifts from settlor-interested trusts),
(g)Chapter 2 or 3 of Part 8 of ITA 2007 (gift aid and gifts of shares, securities and real property), or
(h)section 105 of CTA 2009 (gifts of trading stock to charities etc).
(1)A payment made by a charitable company to a substantial donor in the course of, or for the purposes of, a substantial donor transaction is treated for the purposes of section 496 as non-charitable expenditure.
(2)If the terms of a substantial donor transaction are less beneficial to the charitable company than terms which might be expected in a transaction at arm’s length, the charitable company is treated for the purposes of section 496 as incurring non-charitable expenditure.
(3)The amount of the non-charitable expenditure that the charitable company is treated as incurring under subsection (2) is equal to the amount which an officer of Revenue and Customs determines as the cost to the charitable company of the difference in terms.
(4)A charitable company is treated as incurring non-charitable expenditure under subsection (2) at such time (or times) as an officer of Revenue and Customs may determine.
(5)A payment by a charitable company of remuneration to a substantial donor is treated for the purposes of section 496 as non-charitable expenditure unless it is remuneration, for services as a trustee, which is approved by—
(a)the Charity Commission,
(b)another body with responsibility for regulating charities by virtue of legislation having effect in respect of any part of the United Kingdom, or
(c)a court.
(6)If remuneration is paid otherwise than in money, subsection (5) applies as if it had been paid in money of an amount that would, under Part 3 of ITEPA 2003, be the cash equivalent of the remuneration as a benefit.
(1)Either or both of subsections (1) and (2) of section 504 may be applied to a single transaction between a charitable company and a substantial donor.
(2)But if they are both applied, the amount of non-charitable expenditure that the charitable company would, apart from this subsection, be treated as incurring under section 504(2) in respect of the transaction, is reduced by the section 504(1) amount (but is not to be reduced below nil).
(3)The “section 504(1) amount” means the amount of any payment made by the charitable company, in the course of, or for the purposes of, the transaction, that is treated as non-charitable expenditure under section 504(1).
(1)In the application of section 504, payments by a charitable company, or benefits arising to a substantial donor from a transaction, are to be ignored so far as—
(a)they relate to a donation by the donor, and
(b)either condition A or condition B is met.
(2)Condition A is that—
(a)the donation is made by an individual, and
(b)the payments or benefits do not prevent the donation being a qualifying donation for the purposes of Chapter 2 of Part 8 of ITA 2007 because of section 416(7)(b) of that Act (restrictions on associated benefits).
(3)Condition B is that—
(a)the donation is made by a company, and
(b)the payments or benefits do not prevent the donation being a qualifying donation for the purposes of Chapter 2 of Part 6 because of section 191(7) (restrictions on associated benefits).
(1)A transaction within section 502(1)(b) or (d) is not a substantial donor transaction if an officer of Revenue and Customs determines that the transaction—
(a)takes place in the course of a business carried on by the substantial donor,
(b)is on terms which are no less beneficial to the charitable company than those which might be expected in a transaction at arm’s length, and
(c)is not part of an arrangement for the avoidance of any tax.
(2)The provision of services to a substantial donor is not a substantial donor transaction if an officer of Revenue and Customs determines that those services are provided—
(a)in the course of carrying out a primary purpose of the charitable company, and
(b)on terms which are no more beneficial to the substantial donor than those on which services are provided to others.
(3)The provision of financial assistance to a charitable company by a substantial donor is not a substantial donor transaction if an officer of Revenue and Customs determines that the assistance—
(a)is on terms which are no less beneficial to the charitable company than those which might be expected in a transaction at arm’s length, and
(b)is not part of an arrangement for the avoidance of any tax.
(4)Investment by a charitable company in the business of a substantial donor is not a substantial donor transaction if the investment takes the form of the purchase of shares or securities listed on a recognised stock exchange.
(5)The following are not substantial donor transactions—
(a)a disposal at an undervalue in respect of which relief is available under section 203 of this Act or section 431 of ITA 2007 (gifts of shares, securities and real property), or
(b)a disposal at an undervalue to which section 257(2) of TCGA 1992 (gifts of chargeable assets) applies,
but such disposals may be taken into account in the application of section 502(2).
(1)A company which is wholly owned by a charity within the meaning of section 200 is not a substantial donor in relation to a charitable company which owns it (or any part of it).
(2)Subsection (3) applies to any body which—
(a)is a non-profit registered provider of social housing (see sections 80 and 115 of the Housing and Regeneration Act 2008), or
(b)is registered under—
(i)section 1 of the Housing Act 1996,
(ii)section 57 of the Housing (Scotland) Act 2001 (asp 10), or
(iii)Article 14 of the Housing (Northern Ireland) Order 1992 (S.I. 1992/1725 (N.I. 15)).
(3)The body is not a substantial donor in relation to a charitable company with which it is connected.
(4)For the purposes of subsection (3), a body and a charitable company are connected if (and only if)—
(a)one is wholly owned, or subject to control, by the other, or
(b)both are wholly owned, or subject to control, by the same person.
(1)A charitable company and any other charities with which it is connected are to be treated as a single charitable company for the purposes of sections 502 to 508.
(2)For this purpose “connected” means connected in a matter relating to the structure, administration or control of a charity.
(1)In sections 502 to 508—
(a)a reference to a substantial donor or other person includes a reference to a person connected with the donor or other person,
(b)“financial assistance” includes, in particular—
(i)the provision of a loan, guarantee or indemnity, and
(ii)entering into alternative finance arrangements within the meaning of section 564A(2) of ITA 2007 or section 501(2) of CTA 2009, and
(c)a reference to a gift of a specified amount includes a reference to a non-monetary gift of that value.
(2)On an appeal against an assessment the tribunal may affirm or replace a decision of an officer of Revenue and Customs under section 504 or 507.
(3)The Treasury may by regulations vary a sum, or a period of time, specified in section 502(2).
(4)Section 1124 (meaning of “control”) does not apply for the purposes of section 508(4) or 509(2).
An investment is an approved charitable investment for the purposes of section 496 (meaning of “non-charitable expenditure”) if it is an investment of any of the following types.
Type 1
An investment to which section 512 applies.
Type 2
An investment in a common investment fund established under—
section 22 of the Charities Act 1960,
section 24 of the Charities Act 1993, or
section 25 of the Charities Act (Northern Ireland) 1964.
Type 3
An investment in a common deposit fund established under—
section 22A of the Charities Act 1960, or
section 25 of the Charities Act 1993.
Type 4
An investment in a fund which—
is similar to a fund mentioned in relation to Type 2 or 3, and
is established for the exclusive benefit of charities by or under a provision relating to any particular charities or class of charities contained in an Act (including an Act of the Scottish Parliament).
Type 5
An interest in land, other than an interest held as security for a debt.
Type 6
Any of the following issued by Her Majesty’s Government in the United Kingdom—
bills,
Certificates of Tax Deposit,
Savings Certificates, and
Tax Reserve Certificates.
Type 7
Northern Ireland Treasury Bills.
Type 8
Units in a unit trust scheme (as defined in section 237(1) of FISMA 2000) or in a recognised scheme (as defined in section 237(3) of FISMA 2000).
“Units” is defined in section 237(2) of FISMA 2000.
Type 9
A deposit with a bank (as defined in section 1120)—
in respect of which interest is payable at a commercial rate, and
which is not made as part of an arrangement under which a loan is made by the bank to some other person.
Type 10
A deposit with—
the National Savings Bank,
a building society, or
a credit institution which operates on mutual principles and which is authorised by an appropriate governmental body in the territory in which the deposit is taken.
Type 11
Certificates of deposit (including uncertificated eligible debt security units as defined in section 986(3) of ITA 2007).
Type 12
A loan or other investment as to which an officer of Revenue and Customs is satisfied, on a claim, that it is made for the benefit of the charitable company and not for the avoidance of tax (whether by the company or any other person).
(1)The investments to which this section applies are investments in securities—
(a)issued or guaranteed by the government of a member State of the European Union,
(b)issued or guaranteed by the government or a governmental body of any territory or part of a territory,
(c)issued by an international entity listed in the Annex to Council Directive 2003/48/EC (directive on taxation of interest payments),
(d)issued by an entity meeting the four criteria set out at the end of that Annex,
(e)issued by a building society,
(f)issued by a credit institution which operates on mutual principles and which is authorised by an appropriate governmental body in the territory in which the securities are issued,
(g)issued by an open-ended investment company,
(h)issued by a company and listed on a recognised stock exchange, or
(i)issued by a company but not listed on a recognised stock exchange.
(2)Subsection (1) is subject to section 513.
(3)In this section and in section 513—
“debentures” includes—
debenture stock and bonds (whether constituting a charge on assets or not), and
loan stock or notes,
“open-ended investment company” is to be read in accordance with sections 613 and 615,
“securities” includes shares and debentures, and
“” includes stocks.
(1)Section 512 does not apply to an investment by virtue of subsection (1)(b), (c) or (d) of that section unless—
(a)condition A is met in relation to the securities, and
(b)if the securities are shares or debenture stock, condition B is met in relation to the securities.
But see subsection (3) of this section.
(2)In the case of an investment in securities issued by a company which is incorporated, section 512 does not apply to the investment by virtue of subsection (1)(i) of that section unless—
(a)condition A is met in relation to the securities,
(b)if the securities are shares or debenture stock, condition B is met in relation to the securities, and
(c)condition C is met in relation to the company.
But see subsection (3) of this section.
(3)Conditions A and B need not be met if the securities are traded or quoted on a money market supervised by the government or a governmental body of any territory or part of a territory.
(4)Condition A is that the securities are traded or quoted on—
(a)a recognised investment exchange (as defined in section 285(1) of FISMA 2000), or
(b)an investment exchange which constitutes the principal or only market established in a territory on which securities admitted to official listing are dealt in or traded.
(5)Condition B is that—
(a)the securities are fully paid up,
(b)the terms of the issue of the securities require them to be fully paid up within the period of 9 months beginning with the day after the day on which they are issued, or
(c)the securities are shares issued with no nominal value.
(6)Condition C is that—
(a)throughout the last business day before the investment day, the company has total issued and paid up share capital of at least £1,000,000 (or the equivalent of £1,000,000 in some other currency), and
(b)in each of the 5 years immediately before the calendar year in which the investment day falls, the company paid a dividend on all the shares issued by the company (excluding any shares issued after the dividend was declared and any shares which by their terms of issue did not rank for dividend for that year).
(7)For the purposes of the words in brackets in subsection (6)(a) use the exchange rate prevailing in the United Kingdom at the close of business on the last business day before the investment day.
(8)For the purposes of subsection (6)(b) a company formed—
(a)to take over the business of another company or other companies, or
(b)to acquire the securities of, or control of, another company or other companies,
is treated as having paid a dividend in any year in which a dividend has been paid by the other company or all of the other companies (as the case may be).
(9)It is irrelevant that the company is formed for other purposes in addition to those mentioned in paragraph (a) or (b) of subsection (8).
(10)In this section—
“business day” means, in relation to an investment, a business day in the place where the investment is made, and
“the investment day” means, in relation to an investment, the day on which the investment is made.
(1)A loan is an approved charitable loan for the purposes of section 496 (meaning of “non-charitable expenditure”) if it meets conditions A and B.
(2)Condition A is that the loan is not made by way of investment.
(3)Condition B is that either—
(a)the loan is made to another charity for charitable purposes only,
(b)it is made to a beneficiary of the charitable company in the course of carrying out the purposes of the charitable company,
(c)it consists of money placed on current account with a bank otherwise than as part of an arrangement under which a loan is made by a bank to some other person, or
(d)an officer of Revenue and Customs is satisfied, on a claim, that the loan is made for the benefit of the charitable company and not for the avoidance of tax (whether by the charitable company or by some other person).
(4)In this section “bank” has the meaning given by section 1120.
(1)This section applies if a charitable company’s non-charitable expenditure for an accounting period exceeds its available income and gains for the period.
(2)The excess is the charitable company’s “excess expenditure” for the accounting period.
(3)The charitable company’s excess expenditure for the accounting period is treated for the purposes of this Part as non-charitable expenditure for earlier accounting periods so far as it can be attributed to earlier accounting periods under section 516.
(4)For the purposes of this Part a charitable company’s “available income and gains” for an accounting period is the sum of—
(a)the amount in respect of which the charitable company is chargeable for the period under the charge to corporation tax on income after giving effect to any exemption under this Part,
(b)any chargeable gains accruing to the charitable company in the period,
(c)the charitable company’s attributable income and gains for the period (see section 493), and
(d)any non-taxable sums received by the charitable company in the period.
(5)In subsection (4) “non-taxable sums” means donations, legacies and other sums of a similar nature which, ignoring exemptions from corporation tax under this Part and under section 256 of TCGA 1992, are not liable to corporation tax.
(6)Any restrictions on the exemptions under this Part which result from sections 492(2) and 494 are to be ignored in calculating the amount mentioned in subsection (4)(a).
(7)Any restriction on the exemption under section 256(1) of TCGA 1992 which results from section 256(4) of that Act is to be ignored in calculating the amount of any chargeable gains to be taken into account in accordance with subsection (4)(b).
(1)The rules in this section apply for attributing a charitable company’s excess expenditure for an accounting period to earlier accounting periods under section 515.
(2)The excess expenditure for an accounting period may be attributed to an earlier accounting period if—
(a)the earlier period ends not more than 6 years before the end of the period in question, and
(b)the charitable company’s available income and gains for the earlier period exceed its non-charitable expenditure for the earlier period.
(3)If the conditions in subsection (2) are met in the case of more than one earlier accounting period, the excess expenditure is to be attributed to a later accounting period in priority to an earlier accounting period.
(4)The amount of excess expenditure that is to be attributed to an earlier accounting period must not be greater than the amount by which the charitable company’s available income and gains for the earlier period exceed its non-charitable expenditure for the earlier period.
(5)For the purposes of subsections (2)(b) and (4) the charitable company’s non-charitable expenditure for the earlier accounting period includes any excess expenditure attributed to the earlier period as a result of a previous operation of this section, but ignores the attribution in question.
Such adjustments must be made (whether by way of the making of assessments or otherwise) as may be required in consequence of section 515.