The Venture Capital Trust (Winding up and Mergers) (Tax) Regulations 2004

Procedure for Board’s approval

12.—(1) Where there has been a merger, the 70% test, the 30% test and (subject to regulation 13(6)) the 15% test, and the requirements of section 842AA(2)(a)(1) and Schedule 28B(2), shall apply to the successor company–

(a) as if the property of the merging companies were vested in the successor company (transfers between a merging company and the successor company being disregarded accordingly),

(b) disregarding, in the hands of the successor company, any assets that consist in rights against, or in shares or securities of, another company which is a merging company, and

(c) disregarding, in the hands of the successor company, the use of any money which, in the hands of another company which is a merging company, would have been disregarded under section 842AA(5B), for the same periods as are mentioned in that provision.

(2) Section 171(2)(cc)(3) of the Taxation of Chargeable Gains Act 1992 shall not apply to a disposal following a merger, where the disposal is—

(a) by a merging company to the successor company, and

(b) of an asset held by the merging company immediately before, or in the period during which, the merger takes place.

(1)

Section 842AA was inserted by section 70(1) of the Finance Act 1995; there are no relevant amendments.

(2)

Schedule 28B was inserted by section 70(2) of the Finance Act 1995.

(3)

1992 c. 1; section 171(2)(cc) was inserted by section 135(1) of the Finance Act 1998 (c. 36).