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Share sale

01 December 2009
Issue: 4234 / Categories: Forum & Feedback
A company wishes to sell two of its three divisions and intends to reclassify existing shares as A and B shares. The B shares relating to two divisions will be sold, but as they will have been held for less than twelve months will entrepreneurs’ relief be due?

We have recently been appointed to act on behalf of a new client company that has three divisions all related to the provision of training. The shareholders currently hold ordinary shares carrying voting rights of at least 5% but in most cases more and satisfy the conditions for obtaining entrepreneurs’ relief.

A third party wishes to acquire the trade of two of the divisions and as a preliminary step to facilitate a share sale ordinary shares will be reclassified as A and B shares which will have the same rights and be held in the same proportions as the ordinary shares.

The B shares will be issued pro rata to reflect the value of the two divisions to be sold and the A shares will reflect the value of the division to be retained subject to the number not exceeding 5 000 £1 Ordinary A shares in...

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