Finance (No. 2) Act 2023

292 Qualifying joint ventures

(1) For the purposes of this Part a company (“C”) is a “qualifying joint venture” if—

(a) C is not a member of a group other than a group of which it is the principal member, and

(b) there are five or fewer persons who between them—

(i) hold 75% or more of C’s ordinary share capital, or

(ii) in a case where C does not have ordinary share capital, are beneficially entitled to 75% or more of C's profits available for distribution to equity holders of C.

(2) In determining whether there are five or fewer such persons as are mentioned in subsection (1)(b), the members of a group are treated as if they were a single company.

(3) A company (“P”) that is not a member of a group is a participant in a qualifying joint venture (“V”) if—

(a) P holds 10% or more of V’s ordinary share capital, or

(b) in a case where V does not have ordinary share capital, P is beneficially entitled to 10% or more of V's profits available for distribution to equity holders of V.

(4) A group of companies is a participant in a qualifying joint venture (“V”) if—

(a) a member of that group, or two or more members between them, hold 10% or more of V’s ordinary share capital, or

(b) in a case where V does not have ordinary share capital, a member of the group is, or two or more members between them are, beneficially entitled to 10% or more of V's profits available for distribution to equity holders of V.

(5) Where a participant in a qualifying joint venture is not a generating undertaking, the participant is to be treated as a generating undertaking for the purposes of this Part.