HMRC Investigation into £9million Property118 ‘Incorporation Relief’ Claim

HMRC Investigation into £9million Property118 ‘Incorporation Relief’ Claim

Make Text Bigger

In June 2020 HMRC opened an investigation into a £9 million ‘incorporation relief’ claim made by a Property118 client who used the Beneficial Interest Company Transfer structure “BICT” to substantially incorporate their property rental business.

The HMRC manual states:

“TCGA92/S162 applies where a person other than a company transfers a business as a going concern with the whole of its assets (or the whole of its assets other than cash) to a company wholly or partly in exchange for shares. Provided that various conditions are satisfied, see CG65710, the charge to CGT on the whole or part of the gains will be postponed until such time as the person transferring the business disposes of the shares.

The way the relief works in practice is that all or part of the gains arising on the disposals of the assets are ‘rolled over’ against the cost of the shares.

Relief under TCGA92/S162 is sometimes referred to as ‘incorporation relief’……”

Source: https://www.gov.uk/hmrc-internal-manuals/capital-gains-manual/cg65700c 

The incorporation substantially completed without the landlords refinancing their extremely advantageous mortgages.

The HMRC manuals confirming this is allowable say:

“The transferor is not required to transfer business liabilities to the company but often does so. This is normally done in practice by the company giving the transferor an indemnity in respect of those liabilities.

In strictness, business liabilities taken over by the company represent additional consideration for the transfer and relief under TCGA92/S162 should be restricted. However, ESC/D32 enables any business liabilities taken over by the company to be ignored when quantifying `other consideration’ in recognition of the fact that the transferor is not receiving cash to meet any tax liabilities on the transfer and that the shares in the company are worth less than if the business had been transferred unfettered by liabilities.”

HMRC closed their enquiry at the beginning of February 2021.

The accountant acting for the landlords’ said:

 

The Property118 Tax law team always prepare every case we work on as if it will be investigated, even though the ratio of investigations is only ever one in every 100.

If you are an Accountant, Mortgage Broker or Estate Agent and would like to discuss Introducing business to us, please click here

Form To Book A Tax Planning Consultation

Consultations include Fact Find, expert analysis and a recorded video conference with your Property118 Consultant and your Accountant. Thereafter, our recommendations will be reviewed by Cotswold Barristers (at no extra charge). If they agree, and if you instruct them to complete the legal work to implement our suggestions, Cotswold Barristers will adopt our recommendations as their own professional advice, for which they carry professional indemnity insurance of £10,000,000 per claim. All consultations are confidential and you will be provided with a copy of the recording of the video conference. We GUARANTEE total satisfaction or a full refund.
  • Book a Tax Planning Consultation

  • Please provide an overview of your circumstances and what you are looking to achieve.
Smart Property Company Structures

Smart Property Company Structures

Landlord Incorporation Specialists

Landlord Incorporation Specialists

Tax Consultation Testimonials

Tax Consultation Testimonials

Incorporation without Refinancing

Incorporation without Refinancing

Incorporation relief and latent gains explained

Incorporation relief and latent gains explained

Landlord Incorporation Strategies – Update for 2020

Landlord Incorporation Strategies – Update for 2020

Capital Account Restructure – Case Study

Capital Account Restructure – Case Study

What Does “Washing Out CGT On Incorporation” Actually Mean?

What Does “Washing Out CGT On Incorporation” Actually Mean?

Stamp Duty when transferring the ‘whole business’ of a Partnership into a Limited Company

Stamp Duty when transferring the ‘whole business’ of a Partnership into a Limited Company

Incorporation Viability Analysis for UK Landlords

Incorporation Viability Analysis for UK Landlords

Inheritance tax and legacy planning for property company owners

Inheritance tax and legacy planning for property company owners

HMRC Internal Manuals ‘Landlord Incorporation’

HMRC Internal Manuals ‘Landlord Incorporation’

The optimal ownership structure for UK landlords

The optimal ownership structure for UK landlords

Guide for landlords on forming an LLP for property investment

Guide for landlords on forming an LLP for property investment

LLP structure reduces landlords tax bill by 85% – CASE STUDY

LLP structure reduces landlords tax bill by 85% – CASE STUDY

Partnership taxation and associated rules

Partnership taxation and associated rules

Property valuations for tax planning purposes cost just £19.95 each

Property valuations for tax planning purposes cost just £19.95 each

Hybrid Tax Structure – Landlords BEWARE!

Hybrid Tax Structure – Landlords BEWARE!

Book A Consultation

Book A Consultation

Using a property investment LLP for school fees planning purposes

Using a property investment LLP for school fees planning purposes

LBTT for sole owner landlord incorporation in Scotland

LBTT for sole owner landlord incorporation in Scotland

Stamp Duty relief on properties split into multiple dwellings

Stamp Duty relief on properties split into multiple dwellings

Expat Landlords Tax Planning Opportunity

Expat Landlords Tax Planning Opportunity

Open A Business Bank Account In Minutes

Open A Business Bank Account In Minutes

Four Property Investment Structures – Video Interview

Four Property Investment Structures – Video Interview

Landlord incorporation and tax planning presentation

Landlord incorporation and tax planning presentation

Become a Property118 Affiliate

Become a Property118 Affiliate

Tax Free Interest On Your Directors Loan

Tax Free Interest On Your Directors Loan