HMRC Clarity on Capital Gains Tax Changes: Update for Members

An update for eoa members providing clarity on Capital Gains Tax changes following the eoa’s meeting with HMRC and the Department for Business and Trade. 

Following the reduction in Capital Gains Tax Relief (CGT) for Employee Ownership Trusts (EOTs) announced in the Autumn Budget, this week we’ve had productive meetings with HMRC and the Department for Business and Trade.  

We consulted with our supporter members, Specialist Advisers, and affiliate members to identify the key issues which were identified as: 

  1. Clarity on how Capital Gains Tax is paid
  2. What happens if a business doesn’t perform as well as expected?
  3. Is the four-year clawback period still reasonable given the tax relief is reduced? 

Our Chief Executive James de le Vingne and International Ambassador Graeme Nuttall met with HMRC and had a very positive conversation around the need for clear guidance (point 1).  

We hope this will give any businesses mid-transition or considering employee ownership the assurance that CGT can be paid in instalments and linked to the payment schedule (covering point 2).  

“HMRC has been highly responsive and supportive of our need to quickly provide the employee ownership sector with answers to the concerns and questions raised by professional advisers and affiliate members,” said James.  

“We’re grateful to our EO community who proactively shared their lived experience to help us shape the priorities to take to our meetings with senior government teams.”  

An adjustment to the four-year clawback period would require a change to legislation and is, therefore, an issue for HM Treasury. Our meeting with the Director for Personal Tax, Pensions, Tax Administration & HMRC Spending - originally scheduled for 18th December - has been pushed back to the New Year, due to unexpected illness. However, this is one of several key issues we’ll raise on behalf of our members and the wider EO sector. 

Earlier this week, James also met with Blair McDougall, Minister for Small Business and Enterprise, who reiterated the government’s commitment to double the Co-operative and Mutual economy (which includes EO). He outlined concerns from members - including some currently planning an EOT transition - to raise awareness of some of the barriers facing the sector following the tax changes.  

Our opportunity here is through submitting a formal response to the Department for Business and Trade’s Call for Evidence, which we shared with members last week

We’re drafting our submission which we’ll share with members in January. In the meantime, share your experiences of transitioning to EO, what support was available, what barriers or challenges you faced, and what support you feel would help the sector to grow. Simply reply to the discussion over in the eo Hub.

We’ll keep you updated over the coming weeks.  

HMRC Statement

HMRC Statement

HMRC are considering updating formal guidance, and in the meantime have provided this statement. Please note that this statement is not formal advice and may be subject to refinement.

We have drafted template letters to be used when applying, which members will be able to access via the eo Hub. We will publish these once they have been reviewed by HMRC.

Where consideration received for disposal of an asset is payable to the vendor in instalments, as typically happens on a sale of shares to the trustee of an employee ownership trust, the vendor may apply to HMRC under section 280 TCGA 1992 to pay the tax due on the disposal in instalments. HMRC guidance CG14910 explains that this treatment is available where the consideration instalments begin no earlier than the date of disposal; extend over a period exceeding 18 months; and continue beyond the date on which the tax would otherwise be due.

Each individual disposer must submit their own application to pay tax by instalment, and within the application must set out in writing the proposed schedule of consideration payments due to them as agreed with the purchaser, alongside a copy of the contract. Applications to pay tax by instalment should be made in writing to HMRC’s Capital Gains Tax Queries postal address. We would recommend that the letter heading contains a clear reference to “Section 280 TCGA 1992” to enable swift allocation to the appropriate team.

HMRC will review the application and confirm what corresponding payments of tax are expected, and the statutory due date for each of these payments. The vendor would be expected to pay instalments of tax equal to 50% of each proposed instalment of consideration, until the total tax liability has been discharged. The statutory due date for each instalment of tax is the date from which interest would start to accrue if the relevant payment to HMRC was made late.

If, in the course of events, part of the deferred consideration in fact becomes irrecoverable (for example, if the company has been liquidated), then vendors can apply to HMRC under Section 48 TCGA 1992 to recalculate the consideration for the disposal and recalculate any tax due accordingly. CG14933 sets out the information vendors must include within section 48 claims, which must be made within four years of the date that the consideration becomes irrecoverable.

Disclaimer

Neither the above commentary nor the HM Revenue & Customs statement provide advice. 

Share your insights and good news stories directly to our thriving community in the eo Hub. If you’re not already signed up, create a profile today and join thousands of others in our exclusive online member area. 

For anything related to stories, please email Dominic

For media enquires, contact Keely

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