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Distribution in kind meaning

What does Distribution in kind mean?
In practice, a distribution in kind is a dividend satisfied by transferring a non-cash asset (for example, property, shares in a subsidiary or other receivables) to shareholders instead of paying cash; it is commonly called a dividend in specie. The term itself is descriptive rather than separately defined, but the statutory distribution regime applies to it. Part 23 of the Companies Act 2006 (England & Wales, Scotland and Northern Ireland) treats a distribution as any transfer of a company’s assets to members, whether in cash or otherwise, and sets rules on lawfulness and valuation of non-cash distributions. The Companies Act 2014 contains broadly equivalent Irish provisions. Usage and effect are therefore largely consistent across the UK and Ireland. Key features and practice points: - Must be made from distributable profits, supported by relevant accounts and permitted by the articles. - Directors must consider solvency and creditor protection; robust valuation is essential to avoid an unlawful distribution. - Usual approvals apply (board for interim; shareholder approval for a final dividend), with asset transfer formalities and potential stamp taxes. A company may alternatively capitalise profits and issue new shares to shareholders by way of a scrip (or bonus) dividend. This is a non-cash alternative...
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View the related Practice Notes about Distribution in kind

PRACTICE NOTES
Taxation of tips, service charges and commission: PAYE and NICs treatment, troncs, direct tips and employer allocations

The Employment (Allocation of Tips) Act 2023 (E(AT)A 2023) The Employment (Allocation of Tips) Act 2023 (E(AT)A 2023) imposes a statutory duty on employers in all industries to pass on to workers, without deductions, every tip, gratuity and service charge they receive or over which they hold control or material influence (qualifying tips), and to ensure distribution is fair and transparent. While it leaves untouched the rules on the taxation of tips, gratuities and service charges, its purpose is to guarantee that customer payments of this kind are allocated to workers. The Act is reinforced by a statutory Code of Practice on Fair and Transparent Distribution of Tips, together with non-statutory guidance. For further detail on the legal framework governing the payment and allocation of tips, gratuities and service charges, see Practice Note: Allocating tips, gratuities and service charges to workers. That Practice Note considers the tax treatment of tips and commission, which remains unaffected by E(AT)A 2023. The basic position is that both tips and commission, irrespective of...

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PRACTICE NOTES
UK tax of underlying companies in offshore trusts: attribution rules, IHT (including UK residential property), ATED, double taxation, and FA 2025 non-dom and residence-based IHT changes

STOP PRESS: Abolition of non-dom regime and introduction of residence-based IHT regime The Finance Act 2025 (FA 2025), which secured Royal Assent on 20 March 2025, enacts the removal of the remittance basis and introduces a residence-based system from 6 April 2025. It also makes residence, rather than domicile, the determinant for inheritance tax exposure. Revises the rules for excluded property status Removes protected settlements status for offshore trusts Updates overseas workday relief For further details, refer to Practice Notes: The abolition of the remittance basis of taxation from 2025–26 and A new residence-based regime for IHT from 2025–26. See also: Finance Bill Tracking Service: Key dates (Finance Bill 2025) and Finance Act 2025. This Practice Note briefly sets out the pros and cons of trustees using a company to hold investment assets instead of holding them directly, and considers both UK resident and domiciled individuals and UK resident, non-domiciled individuals. Non-tax reasons for using a holding company ...

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PRACTICE NOTES
UK company dividends and distributions under Part 23 Companies Act 2006: legal framework, financial requirements, procedures, listed/AIM rules, waivers, unlawful distributions and B share schemes

Company distributions and dividend payments are governed by, and fall under, Part 23 of the Companies Act 2006 (CA 2006). For an in-depth review of the law on distributions and dividends, refer to the Practice Notes: Distributions and Dividends—the legal framework. What is a distribution? For the purposes of CA 2006, Part 23 (sections 829–853), the term “distribution” is construed very broadly indeed. It covers any form of transfer of a company’s assets to its shareholders, in cash or otherwise, save for: the issue of bonus shares (fully or partly paid), and certain: reductions of share capital redemptions of shares buybacks of shares, and distributions of assets to members on the winding up of a company Where assets other than cash are distributed, this is commonly termed a distribution in kind, or in specie. What is a dividend? A dividend is one form of distribution...

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