The Qualifying Private Placement Regulations 2015

Relevant securities which are qualifying private placements

3.—(1) A relevant security which meets the debtor and listing conditions is a qualifying private placement if—

(a) the conditions specified in regulation 4 are met;

(b) subject to paragraph (2), the relevant debtor holds a creditor certificate for each creditor;

(c) the relevant security was entered into by the relevant debtor for genuine commercial reasons, and not as part of a tax advantage scheme; and

(d) the relevant debtor reasonably believes that the relevant debtor is not a connected person in respect of each creditor.

(2) Paragraph (1)(b) does not include a creditor certificate which is a cancelled or a withdrawn certificate.

(3) In this regulation—

(a) “connected person” is to be determined in accordance with section 993 of ITA 2007 but any rights that a person has as a loan creditor are to be disregarded for the purposes of section 450(3)(d) of CTA 2010(1); and

(b) “the debtor and listing conditions” are the conditions specified in paragraphs (a) and (b) of section 888A(2) of ITA 2007.

(1)

By section 994 of ITA 2007, in section 993 “control” is to be read in accordance with sections 450 and 451 of CTA 2010.