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Tax-free wind up?

21 April 2009
Issue: 4202 / Categories: Forum & Feedback , Capital Gains
A company director purchased shares in his company that were subject to enterprise investment scheme relief and has also made loans. The director would like to purchase the business from the company, perhaps on a winding up, but is concerned that EIS relief might be clawed back

My client made substantial capital investments between 1999 and 2001 into his own unquoted trading company and obtained enterprise investment scheme (EIS) capital gains deferral relief.

He has also loaned his company substantial sums of money to buy trading stock and fixed assets.

The latest accounts for the company show a net liabilities position wholly due to the director’s loan account which is the major creditor.

The client is now considering his options and would like to acquire the stock and business and continue as a sole trader.

This could be by buying the business via his director’s loan account or purchasing it from a liquidator on a winding up. Goodwill is valued at nil.

The client would like to claim a loss on his shares without a claw back of the deferred gain. There is also the possibility of a capital loss claim on his director’s...

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