Part 8

Intangible fixed assets
Chapter 11

Transfer of business or trade

Transfer of assets to non-UK resident company

Claims to postpone charge on transfer
827
1
This section applies if—
a
a UK resident company carrying on a trade outside the United Kingdom through a permanent establishment (“the transferor”) transfers that trade or part of it to a non-UK resident company (“the transferee”),
b
the transfer meets conditions A, B and C,
c
the transfer includes intangible fixed assets that are chargeable intangible assets in relation to the transferor immediately before the transfer (“relevant assets”), and
d
the transferor makes a claim under this section.
2
If this section applies, this Part applies in accordance with sections 828 to 830.
3
Condition A is that the transfer includes—
a
the whole assets of the transferor used for the purposes of the trade or part, or
b
the whole of those assets other than cash.
4
Condition B is that the transfer is wholly or partly in exchange for securities consisting of—
a
shares within subsection (5) that are issued by the transferee to the transferor, or
b
shares within paragraph (a) and loan stock that is so issued.
5
Shares are within this subsection if they—
a
amount in all to at least one quarter of the ordinary share capital of the transferee, or
b
do so if taken together with any other shares in the transferee already held by the transferor.
6
Condition C is that the transfer meets the genuine commercial transaction requirement (see section 831).
7
No claim may be made under this section if a claim is made in relation to the transfer under section 116(6) of TIOPA 2010 (European cross-border transfers of business: application for section 117 of that Act to apply).
8
In sections 828 to 830 “transferor”, “transferee” and “relevant assets” have the same meaning as in this section.
Pt. 8 modified (1.1.2010) by Northern Rock plc (Tax Consequences) Regulations 2009 (S.I. 2009/3227), regs. 1, 6(1)
Pt. 8 modified (with effect in accordance with s. 148 of the amending Act) by Finance Act 2012 (c. 14), s. 88(1)(2)(7) (with s. 147, Sch. 17)
Pt. 8 modified (1.10.2011) by Postal Services Act 2011 (c. 5), s. 93(2)(3), Sch. 2 para. 6(1); S.I. 2011/2329, art. 3
Pt. 8 modified (with effect in accordance with s. 1184(1) of the amending Act) by Corporation Tax Act 2010 (c. 4), ss. 601, 1184(1) (with Sch. 2)
Words in s. 827(7) substituted (with effect in accordance with s. 381(1) of the amending Act) by Taxation (International and Other Provisions) Act 2010 (c. 8), s. 381(1), Sch. 8 para. 96(b) (with Sch. 9 paras. 1-9, 22)
Pt. 8 modified (15.11.2011 for specified purposes, 30.3.2012 for E.W.) by Localism Act 2011 (c. 20), ss., 240(5)(o), Sch. 24 para. 1(3); S.I. 2012/628, art. 3(b)
Words in s. 827(7) substituted (with effect in accordance with s. 381(1) of the amending Act) by Taxation (International and Other Provisions) Act 2010 (c. 8), s. 381(1), Sch. 8 para. 96(a) (with Sch. 9 paras. 1-9, 22)
Pt. 8 modified (6.4.2020) by Finance Act 2019 (c. 1), Sch. 5 paras. 35, 45 (with Sch. 5 para. 36)
Pt. 8 modified (1.4.2012) by Budget Responsibility and National Audit Act 2011 (c. 4), s. 29, Sch. 4 para. 3(1); S.I. 2011/2576, art. 5