Part 23Company distributions
Chapter 2Matters which are distributions
Distributions, other than dividends, in respect of shares
1002Exceptions for certain transfers of assets or liabilities between a company and its members
1
No transfer of assets (other than cash) or of liabilities between one company and another constitutes, or is treated as giving rise to, a distribution by virtue of paragraph B in section 1000(1) if—
a
both the companies are UK resident,
b
neither of them is a 51% subsidiary of a non-UK resident company, and
c
the two companies are not under common control, either at the time of the transfer or as a result of it.
2
Subsection (3) applies if—
a
on a transfer of F1 assets (other than cash) or of liabilities by a company to its members, or to a company by its members, a member receives a benefit,
b
the conditions in section 1021(1)(a) and (b) are met, and
c
if those conditions were not met, an amount would be a distribution under section 1020(2) (transfers of assets or liabilities treated as distributions).
3
The amount mentioned in subsection (2)(c) is not a distribution by virtue of paragraph B in section 1000(1).
4
In this section—
“under common control” means under the control of the same person or persons, and
“control” has the same meaning as in Part 10 (see sections 450 and 451).