Textual Amendments
F1Sch. 5AA inserted (with effect in accordance with Sch. 9 paras. 7, 8 of the amending Act) by Finance Act 2002 (c. 23), Sch. 9 para. 3
4(1)The third condition is that the effect of the restructuring is—U.K.
(a)where there is one original company, that the business or substantially the whole of the business carried on by the company is carried on—
(i)by a successor company which is not the original company, or
(ii)by two or more successor companies (which may include the original company);
(b)where there is more than one original company, that all or part of the business or businesses carried on by one or more of the original companies is carried on by a different company, and the whole or substantially the whole of the businesses carried on by the original companies are carried on—
(i)where there is one successor company, by that company (which may be one of the original companies), or
(ii)where there are two or more successor companies, by those companies (which may be the same as the original companies or include any of those companies).
(2)The reference in sub-paragraph (1)(a)(ii) or (b)(ii) to the whole or substantially the whole of a business, or businesses, being carried on by two or more companies includes the case where the activities of those companies taken together embrace the whole or substantially the whole of the business, or businesses, in question.
(3)For the purposes of this paragraph a business carried on by a company that is under the control of another company is treated as carried on by the controlling company as well as by the controlled company.
[F2Section 1124 of CTA 2010] (meaning of “control") applies for the purposes of this sub-paragraph.
(4)For the purposes of this paragraph the holding and management of assets that are retained by the original company, or any of the original companies, for the purpose of making a capital distribution in respect of shares in the company shall be disregarded.
In this sub-paragraph “capital distribution” has the same meaning as in section 122.]
Textual Amendments
F2Words in Sch. 5AA para. 4(3) substituted (with effect in accordance with s. 1184(1) of the amending Act) by Corporation Tax Act 2010 (c. 4), s. 1184(1), Sch. 1 para. 267(2) (with Sch. 2)