Deemed transfer meaning

Border to Coast said the councils of Cambridgeshire, East Sussex, Essex, Hertfordshire, Kent, Northamptonshire and West Sussex — together representing about 830,000 members — have begun exclusive talks to join the pool. As at 31 March 2025, the pool oversees roughly £65bn in assets through 11 partner funds, serving 1.1 million members. These seven schemes had previously been part of the rival Access pool, but were compelled to seek new pooling partners after proposals from both Access and Brunel — another LGPS pool — were deemed not to satisfy the government’s vision for the future of the LGPS set out in its ‘fit for the future’ policy. Jeremy Hunt, Chair of the West Sussex Pension Fund and a former Chancellor, said in a statement on behalf...

Abbotsford Property Group Ltd and another v Revenue Scotland [2025] FTSTC 9 The dispute arose from 2017 property transactions in which both appellants claimed group relief in their LBTT returns. That entitlement fell away on 31 May 2017 when each appellant’s share capital was subdivided and further shares were issued to persons other than the parent holding company, thereby reducing its interest below the qualifying threshold for group relief. Saffery Champness LLP (the firm’s name at the time), acting as the appellants’ tax adviser (the Tax Adviser), made a voluntary disclosure in February 2022, admitting that the original returns were inaccurate. It was accepted between the parties that Revenue Scotland’s power to issue an assessment to LBTT existed only by virtue of sections 98(1) and 102 of the Revenue Scotland and Tax Powers...

Kulkarni v Gwent Holdings Ltd [2024] EWHC 1357 (Ch D) What are the practical implications of this case? This decision serves as a timely prompt that those entering a shareholders’ agreement should anticipate and specify, in clear terms, the outcomes they intend to arise from any breach of its provisions. Equally, the judge’s observations on how the court’s analysis might have differed if the agreement had incorporated an express or implied duty of trust and confidence are significant, and parties would do well to reflect carefully on whether to adopt such an express obligation... What was the background? The matter relates to St Joseph’s Independent Hospital, a private facility in Newport, South Wales, acquired by the Second Defendant, St Joseph’s Independent Hospital Ltd (SJIH), through a pre-pack administration. The quarrel centres on the SJIH Shareholders’ Agreement (SHA) dated 13 February 2020, and its terms. Under the SHA, Gwent Holdings Ltd (the First Defendant) owned 1,718 A Shares (51%), while Dr Rohit Kulkarni (the Claimant) held 1,652...

stamp duty land tax (SDLT) SDLT is payable on chargeable land transactions. As a result, grasping what counts as a land transaction, and the scope of that concept, is key to how SDLT applies to dealings in UK land. This Practice Note examines the meaning of land transaction and its key components, including: the acquisition of a chargeable interest, and the point at which a chargeable transaction arises From 1 April 2015, SDLT no longer applies to any land transaction involving interests in or over land in Scotland. From that date, such transactions fall within land and buildings transaction tax (LBTT), subject to transitional provisions. Accordingly, any reference in this Practice Note to ‘UK land’ or similar wording, when considering SDLT, should be understood as excluding interests in or over Scottish land from 1 April 2015. For further information, see the LBTT subtopic. SDLT likewise ceased to apply to any land transaction involving interests in or over land in Wales from...

Companies that constitute a group for capital gains purposes can move assets between themselves without incurring corporation tax on chargeable gains. Each company remains a distinct legal person for tax purposes, so, without a specific rule, an intra-group transfer of a capital asset between companies would amount to a disposal and would give rise to chargeable capital gains (or allowable losses). Transactions between connected persons (a term that covers companies within the same tax group) are ordinarily regarded as occurring otherwise than at arm’s length, with the consequence that, in the absence of the grouping rules, the consideration for the transfer would be deemed to equal the market value of the asset irrespective of any actual price paid (see Practice Note: Capital gains for connected persons). Further special provisions are also found in other branches of tax law (in particular, stamp taxes) to ensure that intra-group asset transfers do not create tax charges. This Practice Note concerns the intra-group transfer rules applicable to corporation tax on chargeable gains...

Deadlock (50:50) joint venture shareholders’ agreement This Practice Note provides guidance to drafters on preparing and/or reviewing a ‘deadlock’ or ‘50:50’ corporate joint venture agreement (JVA), also called a shareholders’ agreement. It addresses arrangements where two joint venture parties set up a separate limited company incorporated in England and Wales (the joint venture company, JVC), each becoming a shareholder with an equal shareholding, and where the JVA contemplates split exchange and completion, with conditions to completion. Outlined below are matters to weigh when drafting or assessing the key provisions of such a deadlock JVA. For more on establishing a corporate joint venture, see Practice Notes: Setting up a corporate joint venture-initial considerations and Setting up a joint venture-choice of structure. For guidance on documenting a corporate joint venture, consult Practice Notes: Documenting the corporate joint venture and The joint venture agreement, and Checklists: Corporate joint venture preliminary issues-checklist and Joint venture shareholders’ agreement-checklist. The following sections explore the relevant issues concerning the principal provisions of a...

date [ date ] Parties [ name of Seller ] [ of OR incorporated in England and Wales (company registration number [ number ]) with registered office at ] [ address ] [ and whose address for service in England and Wales is [ address ] ] ( Seller ) [ name of Buyer ] [ of OR incorporated in England and Wales (company registration number [ number ]) with registered office at ] [ address ] [ and whose address for service in England and Wales is [ address ] ] ( Buyer ) [ [ name of Guarantor ] [ of OR incorporated in England and Wales (company registration number [ number ]) with registered office at ] [ address ] [ and whose address for service in England and Wales is [ address ] ] ( Guarantor ) ] 1 Definitions In this Agreement, the terms set out below shall have the meanings given: ...

Date [ date ] Parties [ name of Seller ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] [ and whose address for service in England and Wales is [ address ] ] (Seller) [ name of Buyer ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] [ and whose address for service in England and Wales is [ address ] ] (Buyer) [ [ name of Guarantor ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] [ and whose address for service in England and Wales is [ address ] ] (Guarantor) ] 1 Definitions In this Agreement, the terms set out below shall have the following meanings: Actual Completion...

1 Legacy of qualifying business property on discretionary trust 1.1 For the purposes of this clause 1, “Qualifying Business Property” means any property in respect of which the deemed transfer of value arising on my death is treated as having its value reduced by 100%, on the basis that it constitutes relevant business property through the application of sections 104 and 105 of the Inheritance Tax Act 1984. 1.2 [If my Spouse survives me and the trust for my Spouse of my residuary estate in clause [clause number dealing with the Trust of Residuary Estate] below takes effect,] I leave to my Trustees all Qualifying Business Property that I own at my death [subject to the payment, from my Qualifying Business Property, of any inheritance tax chargeable by reason of my death that is attributable to it (after taking into account any reduction in value for inheritance tax purposes that is attributed to it)]...

Inheritance tax (IHT) treatment of the loan The IHT consequences for a loan turn on its precise wording and conditions, such as whether the borrowing is secured. You should also review the lender’s Will, in case the testamentary provisions discharge the liability. In practice, the difference between classifying the loan as an asset of the estate on death or as a failed potentially exempt transfer immediately before death may, in some cases, make no difference to the IHT due. To reach the correct analysis, the language of sections 4 and 3A of the Inheritance Tax Act 1984 (IHTA 1984) must be considered. In particular, section 4 (transfers on death) provides that IHT applies as though, immediately prior to death, the deceased had made a transfer of value—i.e. a deemed transfer immediately before death that triggers the IHT charge...

Interest in possession (IIP) in settled property For the purposes of the Inheritance Tax Act 1984, an individual who is beneficially entitled to an interest in possession (IIP) in settled property is regarded as beneficially entitled to the underlying trust assets in which that interest exists. However, where that IIP first arises on or after 22 March 2006, IHTA 1984, s 49(1A) limits this deeming rule so that it applies to that interest only if, and only for so long as, the interest is one of the following categories: an immediate post-death interest a disabled person’s interest, or a transitional serial interest or falls within IHTA 1984, s 5(1B) Accordingly, IHTA 1984, s 50 explains the position where a person within s 49(1) has a right to only part of the income (if any) of trust property. In that situation, the deemed interest in the entirety of the trust property is in the same proportion as the part of the income...