Capital Gains Tax

Most payments a company makes to its shareholders, in respect of their shares, will be qualifying distributions and may be subject to Income Tax.

If certain conditions are met, the payment can be treated as an exempt distribution. An exempt distribution is a payment that is not treated as a distribution. It is treated as consideration for the disposal of shares and is subject to CGT.

When a company makes a purchase of its own shares, any excess paid over the amount of capital originally subscribed for the shares is usually treated as a distribution. However, there are special provisions that enable an unquoted trading company or an unquoted holding company of a trading group to undertake a purchase of its own shares without making a distribution.

In order to do this, a clearance application may be made. Under this procedure a company wishing to make a purchase of its own shares can obtain advance confirmation from HMRC that the distribution arising will be an exempt distribution.

If the application is approved, the payment is treated as consideration for the disposal of the shares in the hands of the seller and subject to CGT. Where entrepreneurs' relief is available, CGT of 10% is payable in place of the standard rate. There are a number of qualifying conditions that must be met in order to qualify for the relief. Where the necessary conditions are met a company purchase of own shares can be a tax efficient way of exiting a business.

The Capital Gains Tax (CGT) rules that apply during separation and divorce changed for disposals that occur on or after 6 April 2023. These changes extended the period for separating spouses and civil partners to make no gain/no loss transfers for up to three years after they cease to live together. The new rules also provide for an unlimited time if the assets are the subject of a formal divorce agreement. Previously, the no gain/no loss treatment was only available in relation to any disposals in the remainder of the tax year in which the separation happens.

The government also introduced special rules that apply to individuals who have maintained a financial interest in their former family home following separation, and that apply when that home is eventually sold. This will allow for private residence relief (PRR) to be claimed when a qualifying property is sold.

These changes should ensure that most separating couples have enough time to sort out their affairs without a possible charge to CGT.

In general, there is no Capital Gains Tax (CGT) due on the disposal of a property which has been used as the main family residence. This relief from CGT is commonly known as 'private residence relief'. However, where all or part of the home has been rented out the entitlement to relief may be affected. Homeowners that let all or part of their house may not benefit from the full private residence relief, but may benefit from letting relief.

Homeowners that lived in their home at the same time as tenants, may qualify for letting relief on gains they make when they sell the property. Letting relief does not cover any proportion of the chargeable gain made while the home is empty.

The maximum amount of letting relief due is the lower of:

• The amount of private residence relief due
• £40,000
• The amount of gain you've made on the let part of the property

Worked example:

• You used 40% of your house as your home and let out the other 60%.
• You sell the property, making a gain of £60,000.
• You're entitled to private residence relief of £24,000 on the part used as your home (40% of the £60,000 gain).
• The remaining gain on the part of your home that's been let is £36,000.

The maximum letting relief due is £24,000 as this is the lower of:

• £24,000 (the private residence relief due)
• £40,000
• £36,000 (the gain on the part of the property that's been let)

The letting exemption is only available when the conditions outlined above apply, most importantly that the property owner(s) were / are in shared occupancy with a tenant. The letting relief was more generous prior to 6 April 2020, when the requirement for the property owner to live in the property at the same time as their tenants did not apply. 

The annual exempt amount applicable to Capital Gains Tax (CGT) has been reduced to £6,000 (from £12,300) for the new 2023-24 tax year.

CGT is normally charged at a simple flat rate of 20% and this applies to most chargeable gains made by individuals. If taxpayers only pay basic rate tax and make a small capital gain, they may only be subject to a reduced rate of 10%. Once the total of taxable income and gains exceed the higher rate threshold, the excess will be subject to 20% CGT. 

A higher rate of CGT applies to gains on the disposal of residential property (apart from a principal private residence). The rates are 18% for basic rate taxpayers and 28% for higher rate taxpayers.

Most people are aware that they do not usually have to pay CGT when they sell their qualifying residential property used wholly as a main family residence. However other sales of property that are not a principle private residence (PPR) will be subject to CGT.

This includes:

• buy-to-let properties
• business premises
• land
• inherited property

The deadline for paying any CGT due on the sale of a residential property is 60-days. This means that a CGT return needs to be completed and a payment on account of any CGT due should be made within 60-days of the completion of the transaction. This applies to UK residents selling UK residential property where CGT is due.

There are various reliefs available from CGT for the sale of qualifying business assets.

The Shares and Assets Valuations (SAV) team is a special section of HRMC that deals with enquiries in respect of the valuations of unquoted shares – shares of companies which are not quoted, listed or traded on the stock exchange for taxation purposes. 

The office also deals with other asset valuations including:

• intangible assets (for example intellectual property, trademarks, patents, goodwill)
• foreign shares
• bloodstock
• chattels
• foreign residential property
• boats, aircraft and a range of other assets

Valuations are required in many circumstances including acquisitions, disposals, issue of certain share options and transfers as a gift or upon death. Requests for valuations should be sent initially by post. HMRC will only email you with confidential information if given written agreement that they can do so. The SAV office can also help with Post Transaction Valuation Checks for the disposal of assets.

The SAV does not provide valuations for:

• aircraft
• bloodstock (for example, racehorses and livestock herds)
• boats
• chattels (such as antiques, art and jewellery)
• foreign residential property
• foreign shares
• intangible assets (such as intellectual property, trademarks, patents and goodwill)
• negligible value claims
• quoted and unquoted shares

Business Asset Rollover Relief is a valuable relief that allows for deferral of Capital Gains Tax (CGT) on gains made when taxpayers sell or dispose of certain assets and use all or part of the proceeds to buy new business assets. The relief means that the tax on the gain of the old asset is postponed. The amount of the gain is effectively rolled over into the cost of the new asset and any CGT liability is deferred until the new asset is sold.

Where only part of the proceeds from the sale of the old asset is used to buy a new asset a partial rollover claim can be made. It is also possible to claim for provisional rollover relief where the taxpayer expects to buy new assets but haven’t done so. Interestingly, rollover relief can also be claimed if taxpayers use the proceeds from the sale of the old asset to improve assets they already own. The total amount of rollover relief is dependent on the total amount reinvested to purchase new assets.

There are qualifying conditions to be met to ensure entitlement to the relief. This includes ensuring that new assets are purchased within 3-years of selling or disposing of the old ones (or up to one year before). Under certain circumstances, HMRC has the discretion to extend these time limits. In addition, both the old and new assets must be used by your business and the business must be trading when you sell the old assets and buy the new ones. Taxpayers must claim relief within 4-years of the end of the tax year when they bought the new asset (or sold the old one, if that happened after).

Capital Gains Tax (CGT) is normally charged at a simple flat rate of 20% when you sell shares unless they are in a CGT free investment such as an ISA or qualifying pension. 

If you only pay basic rate tax and make a small capital gain, you may only be subject to a reduced CGT rate of 10%. Once the total of your taxable income and gains exceeds the higher rate threshold, the excess will be subject to 20% CGT. There is also an annual CGT exemption. This means that in the current tax year you can make £12,300 of gains before paying any tax. The allowance applies to each member of a married couple or civil partnership. 

The usual due date for paying any CGT you owe to HMRC when you sell shares is the 31 January following the end of the tax year in which a capital gain was made. This means that CGT for any gains crystalised before 6 April 2023 will be due for payment on or before 31 January 2024.

It is also important to note that the annual exempt amount applicable to CGT is to be more than halved from April 2023. The exempt amount will be reduced from £12,300 to £6,000 from April 2023, before a further reduction to £3,000 from April 2024. This means that taxpayers with small gains should consider the benefits of crystalising these gains before 6 April 2023 in order to fully utilise the £12,300 allowance for 2022-23.

The normal way to report a gain on the sale of shares is to complete the relevant sections of your Self-Assessment tax return in the tax year after the gain was made. When calculating your gain, you can deduct certain costs of buying or selling shares such as stockbrokers’ fees or Stamp Duty Reserve Tax when you bought the shares.

A Post Transaction Valuation Check (PTVC) can be requested from HMRC for an individual to work out a Capital Gains Tax liability or for companies to calculate Corporation Tax liability on chargeable gains. The request for a PTVC should be made using the CG34 form. HMRC’s guidance says the form must be completed and sent to the address on the form at least 3-months before the relevant tax return filing date.

The PTVC is a service offered by HMRC to check valuations after a disposal has been made, including a deemed disposal following a claim that an asset has become of negligible value, but before the completion of a Self-Assessment return. This service is available to all taxpayers, individuals, trustees and companies.

If HMRC agrees with the valuations set out, they will not question the use of those valuations in the return, unless there are any important facts affecting the valuations that have not been disclosed. Agreement to the valuations does not always mean that HMRC agree the gain or loss. When the return is filed HMRC will consider the other figures used. If an agreement cannot be reached, HMRC will suggest alternatives such as using specialist valuers.

The annual exempt amount applicable to Capital Gains Tax (CGT) is to be more than halved from April 2023. This means that the exempt amount will be reduced from £12,300 to £6,000 from April 2023 before being further reduced to £3,000 from April 2024. 

Taxpayers with small gains should consider the benefits of crystalising these gains before 6 April 2023 in order to fully utilise the £12,300 allowance for 2022-23. Married couples and civil partners both qualify for the £12,300 allowance in which case organising joint ownership of these assets before disposal may be beneficial if each individual partner is not fully utilising their annual allowance. 

Transfers between spouses and civil partners are exempt from CGT. Making use of the full allowance can, in some circumstances, effectively double the CGT exemption before the end of the current tax year to £24,600.

CGT is normally charged at a simple flat rate of 20% and this applies to most chargeable gains made by individuals. If taxpayers pay basic rate tax on their income and make a small capital gain, they may be subject to a reduced rate of 10%. Once the total of taxable income and gains exceed the higher rate threshold, the excess will be subject to 20% CGT. 

A higher rate of CGT applies to gains on the disposal of residential property (apart from a principal private residence). The rates are 18% for basic rate taxpayers and 28% for higher rate taxpayers.

A Post Transaction Valuation Check (PTVC) can be requested from HMRC for an individual to work out a Capital Gains Tax liability or for companies to calculate Corporation Tax liability on chargeable gains. The request for a PTVC should be made using the CG34 form. HMRC’s guidance says the form must be completed and sent to the address on the form at least 3 months before the relevant tax return filing date.

The PTVC is a service offered by HMRC to check valuations after a disposal has been made, including a deemed disposal following a claim that an asset has become of negligible value, but before the completion of a Self-Assessment return. This service is available to all taxpayers, individuals, trustees and companies.

If HMRC agrees with the valuations set out, they will not question the use of those valuations in the return, unless there are any important facts affecting the valuations that have not been disclosed. Agreement to the valuations does not always mean that HMRC agree the gain or loss. When the return is filed HMRC will consider the other figures used.

If agreement cannot be reached, HMRC will suggest alternatives such as using a specialist valuer. The guidance has been updated to include details on the importance of submitting an estimated return if you are waiting on an CG34 valuation to meet the 30-day filing requirement.