Transactions


The Guidance Notes below cover a broad range of applied knowledge in respect of transactions that has been provided to our clients, and updated to reflect the companies’ feedback and practical experience.

  • GNT 3: Licensing

    This Guidance Note sets out an overview of the most common tax implications arising in Life Science licensing. By reviewing the key components of the transaction at Heads of Terms, a number of potential issues can be ruled out, allowing focus to be applied to key aspects and the parties to agree terms when negotiations are more fluid. (Password required)

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  • GNT 4: Deferred Consideration

    This Guidance Note covers some general principles in the sales of shares or assets by UK resident individuals where some of the proceeds are deferred. (Password required)

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  • GNT 20: Substantial Shareholdings Exemption

    The Substantial Shareholding Exemption allows a company to dispose of shares without corporation tax consequences where certain conditions are met. This can be a highly valuable benefit for companies looking to partner one or more assets, while retaining others. Any gain on disposal is exempt and any loss is not deductible. This Guidance Note provides an overview of the detailed rules together with a practical insight into their application. (Password required)

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  • GNT 21: Tax Efficient Divestment

    This Guidance Note covers the basic options for pre-disposal tax planning for tax efficient realisation where a company may wish to sell or partner one programme and retain others. These balance the conflicting demands mitigating, where possible, a double charge arising at corporate and shareholder levels and the complexity and cost of the planning. (Password required)

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  • GNT 39: Demergers

    This Guidance Notes focuses on the tax implications of the different types of demerger structures that UK companies typically adopt to split their activities into two or more separate companies. There are three ways of achieving tax neutrality when implementing a demerger. Groups should carefully consider the options available to them and the requirements that need to be satisfied to obtain tax relief. (Password required)

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  • GNT 50: Retention of losses post merger

    This Guidance Note sets out the criteria for retaining tax losses following a change in ownership. The provisions in Part 14 CTA 2010 contain the corporation tax loss-buying rules. These rules were introduced primarily to counter loss-buying, and concern the acquisition of a company for its unrelieved trading losses or management expenses. However, they apply regardless of whether the access to tax losses was a motivation in the acquisition. (Password required)

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