Corporation Tax Act 2010

Chapter 9 Other miscellaneous provisions

European Economic Interest Groupings

990 European Economic Interest Groupings

(1) The following rules about European Economic Interest Groupings apply for the purposes of charging corporation tax in respect of income—

• Rule 1

  A grouping is treated as acting as the agent of its members.

• Rule 2

  The activities of a grouping are treated as those of its members acting jointly.

• Rule 3

  Each member of a grouping is treated as having a share of the grouping’s property, rights and liabilities.

• Rule 4

  Any trade carried on by the grouping is treated as carried on in partnership by the members of the grouping.

(2) For the purposes of Rule 3, a member’s share of any property, rights or liabilities of a grouping is determined in accordance with the contract under which the grouping is established.

(3) If the contract does not provide for this, the member’s share is determined by reference to the share of the profits of the grouping to which the member is entitled under the contract.

(4) If the contract does not provide for this either, the members are treated as having equal shares of the property, rights and liabilities of the grouping.

(5) Part 5 of CTA 2009 (loan relationships) applies in relation to a grouping as it applies in relation to a firm.

(6) For the purposes of subsection (5) see in particular the following provisions of Part 5 of CTA 2009—

• Chapter 9 (partnerships involving companies),

• section 467 (connections where partnerships involved),

• section 472 (meaning of “control”), and

• sections 473 and 474 (meaning of “major interest” etc).

(7) “European Economic Interest Grouping” means a European Economic Interest Grouping formed under Council Regulation (EEC) No 2137/85 of 25 July 1985, whether registered in Great Britain, Northern Ireland or elsewhere.

Harbour reorganisation schemes

991 Harbour reorganisation schemes: corporation tax

(1) This section and sections 992 and 993 apply if—

(a) the trade of any body corporate other than a limited liability company is transferred to a harbour authority,

(b) the transfer is made by or under a certified harbour reorganisation scheme, and

(c) the scheme provides for the dissolution of the transferor.

(2) For the purposes of the provisions of the Corporation Tax Acts that apply—

(a) only if a person starts to carry on a trade, or

(b) only if a person ceases to carry on a trade,

the transferor is not treated as ceasing to carry on the trade, and the transferee is not treated as starting to carry it on.

(3) Subsection (4) applies if an amount (“the loss amount”) would have been available to the transferor for relief under section 45 (carry forward of trade loss against subsequent trade profits) had the transferor continued to carry on the transferred trade.

(4) The transferee is entitled to relief under section 45 in respect of the loss amount as if the transferee had made a loss in carrying on—

(a) the transferred trade, or

(b) any trade of which the transferred trade comes to form part.

(5) The loss amount is subject to any claim made by the transferor under section 37 (relief for trade losses against total profits).

992 Harbour reorganisation schemes: capital allowances etc

(1) For the purposes of this section—

(a) “relevant allowance” means any allowance that would have fallen to be made to the transferor under CAA 2001 if the transferor had continued to carry on the trade, and

(b) “relevant charge” means any charge that would have fallen to be made on the transferor under CAA 2001 if the transferor had continued to carry on the trade.

(2) All relevant allowances and charges are to be made in accordance with CAA 2001 to or on the transferee (and not the transferor).

(3) The amount of a relevant allowance or charge is to be calculated as if—

(a) the transferee had been carrying on the trade since the transferor had begun to do so, and

(b) everything done to or by the transferor had been done to or by the transferee.

(4) A sale or transfer which, on the transfer of the trade, is made by the transferor to the transferee of any assets in use for the purposes of the trade is not treated as giving rise to a relevant allowance or charge.

993 Harbour reorganisation schemes: chargeable gains

(1) The transferee is entitled to corporation tax relief in respect of chargeable gains for an amount to which subsection (2) applies.

(2) This subsection applies to an amount for which, if the transferor had continued to carry on the trade, it would have been entitled to claim relief in respect of allowable losses.

994 Transfer of part of trade

(1) This section applies if part of a trade of any body corporate other than a limited liability company is transferred to a harbour authority by or under a certified harbour reorganisation scheme.

(2) If the transferor continues to carry on the remainder of the trade, sections 991, 992 and 993 apply as if the transferred part had at all times been a separate trade.

(3) If—

(a) the trade is transferred in parts to two or more harbour authorities, and

(b) the scheme provides for the dissolution of the transferor,

sections 991, 992 and 993 apply as if each of the transferred parts had at all times been a separate trade.

(4) If a part of a trade is treated by virtue of subsection (2) or (3) as having been a separate trade over any period—

(a) any necessary adjustments of accounting periods are to be made, and

(b) just and reasonable apportionments of receipts, expenses, allowances or charges are to be made.

(5) Section 952(2) and (3) (apportionment if part of trade treated as separate trade) apply to any apportionment under subsection (4).

995 Interpretation of sections 991 to 994

(1) This section applies for the purposes of sections 991 to 994.

(2) “Harbour authority” has the same meaning as in the Harbours Act 1964.

(3) “Harbour reorganisation scheme” means any statutory provision providing for the management by a harbour authority of any harbour or group of harbours in the United Kingdom.

For this purpose “statutory provision” means any enactment, or any scheme, order or other instrument having effect under an enactment, and includes an enactment confirming a provisional order.

(4) “Certified”, in relation to a harbour reorganisation scheme, means certified by—

• a Minister of the Crown,

• a government department, or

• the Scottish Ministers,

as providing for management as mentioned in subsection (3) with a view to securing, in the public interest, the efficient and economical development of the harbour or harbours in question.

(5) “Limited liability company” means a company having a limit on the liability of its members.

(6) “Transferor”, in relation to a trade, means the body from which the trade is transferred, whether or not the transfer is effected by that body.

(7) “Transferee”, in relation to a trade, means the harbour authority to which the trade is transferred.

Groups: use of different accounting practices

996 Use of different accounting practices within a group of companies

(1) Subsection (2) applies if—

(a) a company (“company A”) prepares accounts in accordance with international accounting standards,

(b) another company (“company B”) in the same group of companies prepares accounts in accordance with UK generally accepted accounting practice,

(c) there is a transaction between, or a series of transactions involving, company A and company B, and

(d) a tax advantage would (apart from this section) be obtained by either or both of those companies in relation to the transaction or series of transactions as a result of the use of different accounting practices.

(2) The Tax Acts apply in relation to the transaction or series of transactions as if both company A and company B prepared accounts in accordance with UK generally accepted accounting practice.

(3) Section 170(3) to (6) of TCGA 1992 apply to determine for the purposes of this section whether companies are in the same group of companies.

(4) None of the following circumstances (individually or in combination) prevents a series of transactions from being a series of transactions involving company A and company B—

(a) there is no transaction in the series to which both those companies are parties,

(b) the parties to any arrangements in pursuance of which the transactions in the series are entered into do not include one or both of those companies,

(c) there are one or more transactions in the series to which neither of those companies is a party.

(5) In this section “tax advantage” has the meaning given by section 1139.