Corporation Tax Act 2010

Demergers U.K.

558 Demergers: disposal of asset U.K.

(1) This section applies in the case of a company UK REIT if—

(a) the company (“C”) disposes of an asset involved in its property rental business to a 75% subsidiary (“S”) of C,

(b) C (so far as it carries on residual business) disposes of its interest in S to another company (“P”),

(c) on the date when P acquires the interest in S, P gives a notice under section 523 specifying a date that falls within the post-disposal period, and

(d) the group of which S is a member becomes a group UK REIT from the specified date.

(2) “The post-disposal period” means the period of 6 months beginning with the date of the disposal of the asset by C.

(3) P may give a notice under section 523 in accordance with subsection (1)(c) even if it does not expect to meet conditions [F1 C, E and F] in section 528 throughout accounting period 1.

(4) Sections 536 and 537 (effects of entry) F2 ... do not apply to the group of which S is a member—

(a) in relation to the asset disposed of by C, or

(b) in relation to business conducted by the exploitation of that asset.

(5) Sections 555 and 556 (movement of assets out of ring fence) do not apply to the disposal of the asset by C.

(6) But if, at the end of the post-disposal period, conditions [F3 C, E and F] in section 528 are not met in relation to P, subsections (4) and (5) are to be treated as not having had effect.

Textual Amendments

F1 Words in s. 558(3) substituted (with effect in accordance with Sch. 4 para. 13(2) of the amending Act) by Finance Act 2012 (c. 14), Sch. 4 para. 5

F2 Words in s. 558(4) omitted (17.7.2012) by virtue of Finance Act 2012 (c. 14), Sch. 4 para. 36(1) (with Sch. 4 para. 36(2))

F3 Words in s. 558(6) substituted (with effect in accordance with Sch. 4 para. 13(2) of the amending Act) by Finance Act 2012 (c. 14), Sch. 4 para. 5

559 Demergers: company leaving group UK REIT U.K.

(1) This section applies in relation to a company if each of conditions A to D is met.

(2) Condition A is that the company (“the exiting company”) ceases to be a member of a group UK REIT (“Group 1”).

(3) Condition B is that at the time immediately after it ceases to be a member of Group 1—

(a) the exiting company is a member of another group (“Group 2”) and—

(i) the principal company of Group 2 meets conditions A and B in section 528,

(ii) Group 2 has property rental business in relation to which conditions A and B in section 529 are met,

(iii) the condition in section 530 is met in relation to the principal company of Group 2, and

(iv) Group 2 meets conditions A and B in section 531, or

(b) the exiting company—

(i) meets conditions A and B in section 528,

(ii) has property rental business in relation to which conditions A and B in section 529 are met, and

(iii) meets the condition in section 530 and conditions A and B in section 531.

(4) Condition C is that—

(a) in a case within subsection (3)(a), the principal company of Group 2 gives a notice under section 523 no later than the date on which the exiting company ceases to be a member of Group 1, and

(b) in a case within subsection (3)(b), the exiting company gives a notice under section 524 no later than the date on which it ceases to be a member of Group 1.

(5) Condition D is that the date specified in the notice under section 523 or 524 (as the case may be) is the same as that on which the exiting company ceases to be a member of Group 1.

(6) A company may give a notice under section 523 or 524 in accordance with subsection (4) even if it does not expect to meet conditions [F4 C, E and F] in section 528 throughout accounting period 1.

(7) If this section applies, the exiting company is to be treated as a member of a group UK REIT (or as a company UK REIT) during the period of 6 months beginning with the time when it ceases to be a member of Group 1.

(8) If this section applies, the following provisions do not have effect—

• sections 536 and 537 (effects of entry),

• F5 ... and

• sections 579 and 580 (effects of cessation).

(9) But if, at the end of the period of 6 months mentioned in subsection (7) conditions [F6 C, E and F] in section 528 are not met in relation to the principal company of Group 2 or the exiting company (as the case may be)—

(a) this section does not apply, and

(b) the exiting company is to be treated as having ceased to be a member of a group UK REIT (or a company UK REIT) on the date on which it ceased to be a member of Group 1.

Textual Amendments

F4 Words in s. 559(6) substituted (with effect in accordance with Sch. 4 para. 13(2) of the amending Act) by Finance Act 2012 (c. 14), Sch. 4 para. 6

F5 Words in s. 559(8) omitted (17.7.2012) by virtue of Finance Act 2012 (c. 14), Sch. 4 para. 37

F6 Words in s. 559(9) substituted (with effect in accordance with Sch. 4 para. 13(2) of the amending Act) by Finance Act 2012 (c. 14), Sch. 4 para. 6