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Finance Act 2022

Type Public General Act

Publication 2022-02-24

Last updated 2025-04-01

State In force

Department Statute Law Database

Source legislation.gov.uk

articles Not indexed

Reform history JSON API

(i) where the income or chargeable gain arose to the individual on that day, the end of that day, or

(ii) otherwise, the end of the day before the income or chargeable gain arose to the individual.

(6) For the purposes of determining the proportion of profits of a QAHC that were derived from foreign sources in the relevant period—

(a) include any profits that would have arisen had the QAHC disposed of all of its assets for a consideration equal to the market value of the assets immediately before the end of the period, and

(b) whether profits are derived from foreign sources is to be determined by reference to the ultimate underlying income or assets to which the profits relate (so, for example, the extent to which profits arising from an interest in another company are derived from foreign sources depends on the extent to which the profits of that company are derived from income arising outside the United Kingdom or the disposal of assets outside the United Kingdom).

(6A) Sub-paragraphs (4) to (6) also apply for the purposes of item 22 in the table in section 845H of ITTOIA 2005 (qualifying foreign income for the purposes of foreign income claim) and paragraph (c) of the definition of “qualifying foreign gain” in paragraph 6 of Schedule D1 to TCGA 1992 (foreign gain claims).

(7) In this paragraph—

“foreign asset” has the meaning it has in Schedule 1 to TCGA 1992 (see paragraph 5 of that Schedule);

“profits”, in relation to a company, means income and chargeable gains;

“qualified distribution” has the meaning given by paragraph 45(5).

Purchase of own shares

47

(1) A payment made by a QAHC on the redemption, repayment or purchase of its own shares is not a distribution for the purposes of the Corporation Tax Acts.

(2) But sub-paragraph (1) does not apply to payments in relation to qualifying employment-related securities.

(3) “Qualifying employment-related securities” means employment-related securities acquired by a person, other than a fund manager in relation to the QAHC, where the right or opportunity to acquire the securities or interest is available by reason of an employment of that person or any other person by—

(a) the QAHC, or

(b) a company in which the QAHC has at least a 25% interest.

(4) To determine for the purposes of sub-paragraph (3)(b) whether a QAHC has at least a 25% interest in a company, apply the rules for determining whether a company is a 75% subsidiary of another company for the purposes of Part 5 of CTA 2010 (see section 151 and Chapter 3 of Part 24 of that Act) as if references to “75%” were to “25%”.

(5) In this paragraph—

“employment-related securities” has the meaning given by section 421B of ITEPA 2003;

“fund manager”, in relation to a QAHC, means an individual who provides investment management services in relation to the QAHC ring fence business of the QAHC;

“own shares”, in relation to a company, means shares of the company.

Disapplication of paragraph 47 during cure period for certain non-category A investors

48

(1) Where a QAHC has breached the ownership condition and a cure period applies to the breach, paragraph 47(1) does not apply to payments made to a person who is not a category A investor if—

(a) where the sum of relevant interests in the QAHC held by persons who are not category A investors exceeds 30%, the person has increased their relevant interests in the QAHC on or after the day on which that limit was exceeded, or

(b) where the sum of relevant interests in an enhanced class of the QAHC held by persons who are not category A investors exceeds 30%, the person has increased their relevant interests in that class on or after the day on which that limit was exceeded.

(2) Where —

(a) after the breach the QAHC meets the ownership condition, and

(b) as a result of paragraph 27(4) the breach is treated as having not occurred for the purposes of Part 3 of this Schedule,

sub-paragraph (1) continues to apply to payments made before the QAHC met the ownership condition (despite the fact the breach is treated as not having occurred for the purposes of that Part).

Transactions in securities rules

49

Section 684 of ITA 2007 (person liable to counteraction of income tax advantage) does not apply to a person if—

(a) that section would (ignoring this paragraph) only apply to the person as a result of the person being a party to a transaction in securities, or two or more transactions in securities, where the securities in question are securities of a QAHC, and

(b) the securities are not qualifying employment-related securities (within the meaning given by paragraph 47(3)) in relation to the person.

Late interest

50

(1) Section 373(1) of CTA 2009 (late interest treated as not accruing until paid in some cases) does not apply to a qualifying debit.

(2) For the purpose of this paragraph, a debit is “qualifying” if—

(a) it relates to interest payable under a debtor relationship of a QAHC,

(b) the QAHC is party to the relationship for the purposes of its QAHC ring fence business, and

(3) Where a QAHC is party to a debtor relationship partly for the purposes of its QAHC ring fence business and partly for another purpose, sub-paragraph (1) applies only to the proportion of the qualifying debit that is attributable to the QAHC ring fence business (apportioned on a just and reasonable basis).

(4) In this paragraph “debit” and “debtor relationship” are to be construed in accordance with Part 5 of CTA 2009.

Deeply discounted securities

51

(1) Section 409(2) of CTA 2009 (postponement until redemption of debits for close companies’ deeply discounted securities) does not apply to a qualifying debit.

(2) For the purposes of this paragraph, a debit is “qualifying” if—

(a) it is a debit in respect of a deeply discounted security of the QAHC that relates to the amount of the discount,

(b) the QAHC is party to the security for the purposes of its QAHC ring fence business, and

(3) Where a QAHC is party to a deeply discounted security partly for the purposes of its QAHC ring fence business and partly for another purpose, sub-paragraph (1) applies only to the proportion of the qualifying debit that is attributable to the QAHC ring fence business (apportioned on a just and reasonable basis).

(4) In this paragraph—

“debit” is to be construed in accordance with Part 5 of CTA 2009;

“deeply discounted security” has the meaning it has in Chapter 8 of Part 4 of ITTOIA 2005 (profits from deeply discounted securities) (see section 430 of that Act);

“the discount” has the meaning given by section 406(3) of CTA 2009.

PART 8 — Overseas property income

Overseas property income of a QAHC

52

(1) No liability to corporation tax arises in respect of QAHC overseas property profits to the extent those profits are taxable in a foreign jurisdiction.

(2) “QAHC overseas property profits” means any profits that would, ignoring this paragraph, be chargeable to tax under Chapter 3 of Part 4 of CTA 2009 (profits of property businesses) as profits of an overseas property business of a QAHC.

(3) Profits are taxable in a foreign jurisdiction if they are chargeable to tax (and are neither subject to any exemption or relief from tax nor chargeable at a nil rate) under the law of a territory outside the United Kingdom so far as that tax—

(a) is charged on income and corresponds to United Kingdom income tax, or

(b) is charged on income and corresponds to the United Kingdom charge to corporation tax on income.

(4) No liability to corporation tax arises in respect of profits that arise from loan relationships and derivative contracts that a QAHC is party to for the purposes of an overseas property business of that QAHC to the extent (apportioned on a just and reasonable basis) those profits relate to profits that are exempt from corporation tax as a result of sub-paragraph (1).

(5) Where a QAHC is party to a loan relationship or a derivative contract partly for the purposes of an overseas property business and partly for another purpose, sub-paragraph (4) only applies to the proportion of profits arising from that relationship or contract that are attributable to the overseas property business (apportioned on a just and reasonable basis).

PART 9 — Disposals of overseas land and certain shares

No chargeable gain on disposal of overseas land or certain shares

53

(1) A gain accruing to a QAHC on a disposal of overseas land or qualifying shares is not a chargeable gain.

(2) “Qualifying shares” means any shares apart from shares whose disposal would, in accordance with Part 2 of Schedule 1A to TCGA 1992 (whether asset derives at least 75% of its value from UK land), be regarded as a disposal of an asset deriving at least 75% of its value from UK land.

(3) For the purposes of sub-paragraph (2), “shares” includes—

(a) stock;

(b) any other interest of a member in a company (including a company that has no share capital);

(c) any interest as co-owner of shares (whether the shares are owned jointly or in common and whether or not the interests of the co-owners are equal);

(d) rights of unit holders in unit trust schemes that are treated as if they were shares for the purposes of TCGA 1992 as a result of section 99(1) of that Act;

(e) units in tax transparent funds that are treated as assets for the purposes of that Act as a result of section 103D(3) of that Act;

(f) any derivative contract to the extent that the underlying subject matter of the contract is shares.

(4) In this paragraph—

“derivative contract” means—a derivative contract within the meaning of Part 7 of CTA 2009 (see section 576 of that Act), ora contract which is not a derivative contract within the meaning of that Part only as a result of section 589(2)(b) of that Act (general exclusion of contracts whose underlying subject matter consists of shares);

“unit trust scheme” and “unit holder” have the meaning they have in section 99 of TCGA 1992;

“tax transparent fund” and “units” in relation to such a fund have the meaning they have in section 103D of that Act.

PART 10 — Stamp duty and stamp duty reserve tax

Stamp duty and SDRT exemption for repurchase of own shares or loan capital

54

(1) A transfer to a QAHC of its own shares or own loan capital is exempt from all stamp duties if—

(a) the transfer does not form part of disqualifying arrangements,

(b) the transfer does not take place at a time when there exist arrangements for a substantial sale of the QAHC, and

(c) in the case of a transfer of own shares, the QAHC delivers a return in relation to the transfer of the shares to the registrar of companies in accordance with section 707 of the Companies Act 2006 (return on purchase of own shares).

(2) In this paragraph “own loan capital”, in relation to a company, means loan capital issued by that company.

(3) For the purpose of determining whether a company was a QAHC at the time a transfer of its own shares or own loan capital was made to it, the transfer is to be treated as taking place—

(a) in a case where the agreement to make the transfer is conditional, on the day on which the condition is satisfied, or

(b) in any other case, the day on which the agreement is made.

(4) But a transfer of own shares or own loan capital to a company that ceased being a QAHC as a result of that transfer is to be treated as a transfer to a QAHC.

(5) A transfer of a QAHC’s own shares or own loan capital to it forms part of disqualifying arrangements if it is reasonable to assume that—

(a) that transfer is made in connection with the issue by the QAHC of new shares or new loan capital to a person (“P”) other than the transferor of the QAHC’s own shares or own loan capital, and

(b) the main purpose, or one of the main purposes, of the making of the transfer and the issuing of those shares or loan capital is to secure an outcome which is substantially economically equivalent to a transfer of the QAHC’s own shares or own loan capital, or a part of those shares or that capital, from the transferor to P.

(6) There are arrangements for a substantial sale of the QAHC if—

(a) arrangements exist for the disposal of shares or loan capital, or a mixture of both, that represent at least 90% of relevant interests in the QAHC (determined in accordance with the rules in paragraphs 3 to 6 for determining whether a person has a relevant interest in a QAHC), and

(b) those arrangements will include the acquisition by a person of shares or loan capital that represent a relevant interest in the QAHC.

(7) In this paragraph “loan capital” has the meaning given by section 78(7) of FA 1986, and reference to the issue of loan capital includes the issuing of any rights in connection with the raising of capital.

PART 11 — Exemption from section 874 of ITA 2007 (withholding tax)

55

In Part 15 of ITA 2007 (deduction of income tax at source), after section 888D insert—

(888DA) The duty to deduct a sum representing income tax under section 874 does not apply to a payment of interest (however the interest arises) by a QAHC (within the meaning of Schedule 2 to FA 2022).

PART 12 — Supplementary

Minor and consequential amendments

56

(1) In section 212 of TCGA 1992 (annual deemed disposal of certain holdings of insurance companies), in subsection (1), at the end of paragraph (c) insert

or, (d) shares in a company which is, or is a member of, a QAHC within the meaning of Schedule 2 to the Finance Act 2022 (qualifying asset holding companies),

(2) In section 830(4) of ITTOIA 2005 (meaning of “relevant foreign income”) omit the “and” before paragraph (i) and after that paragraph insert

, and (j) paragraph 46(2) of Schedule 2 to FA 2022 (qualifying asset holding companies).

(3) In section 465(3) of CTA 2009 (exclusion of distributions except in tax avoidance cases) omit the “and” before paragraph (d) and after that paragraph insert

, and (e) paragraph 44 of Schedule 2 to FA 2022 (distributions under certain securities issued by qualifying asset holding companies).

Making of notifications and returns

57

(1) HMRC may require that any information required to be given to HMRC by virtue of this Schedule is to be given in such form and manner (including by specified means of electronic communication) as may be specified in a notice published by HMRC.

(2) A notice under sub-paragraph (1) may be amended or withdrawn by HMRC by publication of a further notice.

Interpretation

58

(1) In this Schedule—

“AIF” has the meaning given by regulation 3 of the Alternative Investment Fund Managers Regulations 2013 (S.I. 2013/1773);

“category A investor” is to be construed in accordance with paragraph 8;

“collective investment scheme” has the meaning given by section 235 of FISMA 2000;

“company tax return” has the meaning it has in Schedule 18 to FA 1998;

“cure period” is to be construed in accordance with paragraph 27(3) to (5);

“enhanced class” is to be construed in accordance with paragraph 3(3);

“entry notification” is to be construed in accordance with paragraph 14;

“equity holder” has the meaning it has in Part 5 of CTA 2010 (see section 158 of that Act) , but see also paragraph 59 of this Schedule;

“equity securities” has the meaning given by section 560 of the Companies Act 2006;

“exit notification” is to be construed in accordance with paragraph 25;

“fund” and “qualifying fund” are to be construed in accordance with paragraph 9;

“HMRC” means Her Majesty’s Revenue and Customs;

“land” includes—buildings and structures;any estate, interest or right in or over land;land under the sea or otherwise covered by water;

“market value” has the meaning it has in TCGA 1992 (see sections 272 and 273 of that Act);

“own shares” is to be construed in accordance with paragraph 47(5);

“overseas land” means land outside the United Kingdom;

“QAHC ring fence business” has the meaning given by paragraph 20(1);

“qualifying shares” is to be construed in accordance with paragraph 53;

“participant”, in relation to a qualifying fund, means a person who takes part in the arrangements constituting the fund, whether by becoming the owner of, or of any part of, the property that is the subject of the arrangements or otherwise;

“relevant distribution” has the meaning given by paragraph 44(3);

“relevant interest” is to be construed in accordance with paragraph 3;

“securitisation company” means a company whose profits are brought into account, for corporation tax purposes, in accordance with regulation 14 of the Taxation of Securitisation Companies Regulations 2006 (S.I. 2006/3296);

“substantial shareholding” is to be construed in accordance with Schedule 7AC to TCGA 1992 (see, in particular, paragraphs 8 and 8A of that Schedule);

“UK REIT” means—a company UK REIT within the meaning of Part 12 of CTA 2010 (see section 524 of that Act), ora company that is a member of a group UK REIT within the meaning of that Part (see sections 523 and 606 of that Act);

“underlying subject matter”, in relation to a derivative contract, is to be construed in accordance with section 583 of CTA 2009 (meaning of “underlying subject matter”);

“wind-down period” is to be construed in accordance with paragraph 28.

(2) References in this Schedule to “investment management services” are to be construed in accordance with the definition of that term in section 809EZE of ITA 2007 as if—

(a) references in that definition to an investment scheme included a QAHC, and

(b) references to participants were, in relation to a QAHC, to persons with a relevant interest in the QAHC.

(3) In this Schedule, apart from in paragraphs 42 and 43 (worldwide groups), references to a company being a member of a group of companies are to be read in accordance with section 170 of TCGA 1992 (interpretation of sections 171 to 181 of that Act: groups).

SCHEDULE 3

1

The amendments made by this Schedule are to Part 12 of CTA 2010 (real estate investment trusts) unless otherwise stated.

Conditions for companies in relation to UK REITs

2

(1) In section 527 (being a UK REIT in relation to an accounting period)—

(a) in subsection (2)(aa), at the end insert “(but see subsection (3A))”;

(b) in subsection (3)(aa), at the end insert “(but see subsection (3A))”;

(3A) Subsections (2)(aa) and (3)(aa) do not apply in relation to a period, or to any part of a period, in respect of which condition C in section 528 is met as a result of subsection (3)(b) of that section.

(2) In section 528 (conditions for company)—

(a) in subsection (3)—

(i) the words from “the shares” to the end become paragraph (a), and

(ii) after that paragraph insert

, or (b) at least 70% of the shares forming the company’s ordinary share capital are owned by one or more institutional investors (see sections 528ZA and 528ZB).

;

(b) after subsection (3) insert—

(3A) Subsection (3B) applies where condition C ceases to be met in relation to a company UK REIT or the principal company of a group UK REIT as a result of subsection (3)(b) ceasing to apply in relation to that company. (3B) The company is to be treated as if condition C continued to be met in relation to that company as a result of that subsection for the period of 12 months beginning with the day on which this subsection begins to apply.

;

(3) After section 528 insert—

(528ZA) (1) This section applies for the purposes of section 528(3)(b) (listing requirement where at least 70% of shares are owned by institutional investors). (2) A person “owns” ordinary share capital if the person owns it— (a) directly, (b) indirectly, or (c) partly directly and partly indirectly. (3) Sections 1155 to 1157 (meaning of “indirect ownership” and calculation of amounts owned indirectly) apply for the purposes of subsection (2). (4) For the purposes of sections 1155 to 1157 as applied by subsection (3), treat references to a body corporate as including— (a) an exempt unauthorised unit trust, (b) anything which is included in references to a body corporate for the purposes of paragraph 46 of Schedule 5AAA to the TCGA 1992 (UK property rich collective investment vehicles etc) (see sub-paragraph (12) of that paragraph), and (c) an authorised contractual scheme which is a co-ownership scheme, and, in relation to an entity within paragraph (a), (b) or (c), references to ordinary share capital are to be treated as references to units or other corresponding interests in the entity concerned. (5) A person is also to be regarded as owning ordinary share capital in a company in circumstances where the person would be regarded as holding shares in a company under paragraphs 12 and 13 of Schedule 7AC to TCGA 1992 (exemptions for disposals by companies with substantial shareholding). (6) Where the assets of a partnership include ordinary share capital of a company, each partner is to be regarded as owning a proportion of that share capital equal to the partner’s proportionate interest in that ordinary share capital. (7) But subsection (6) does not apply in relation to a limited partnership which is a collective investment scheme as mentioned in section 528(4A)(c) at any time when the partnership meets the genuine diversity of ownership condition (see section 528ZB (2)). (8) In subsection (4)— - “authorised contractual scheme” and “co-ownership scheme” have the meanings given by sections 237(3) and 235A, respectively, of FISMA 2000; - “exempt unauthorised unit trust” has the same meaning as in the Unauthorised Unit Trusts (Tax) Regulations 2013 (S.I. 2013/2819). (528ZB) (1) For the purposes of section 528(3)(b) (listing requirement where at least 70% of shares are owned by institutional investors), where shares are owned by a person acting on behalf of a limited partnership which is a collective investment scheme as mentioned in section 528(4A)(c), the person is to be treated as an institutional investor only if the collective investment scheme meets the genuine diversity of ownership condition. (2) A collective investment scheme meets the genuine diversity of ownership condition at any time if, at that time, it meets— (a) the conditions in regulation 75(2), (3) and (4)(a) of the Offshore Funds (Tax) Regulations 2009 (S.I. 2009/3001), or (b) the condition in regulation 75(5) of those Regulations (assuming for this purpose that regulation 75(4)(b) is omitted), and those Regulations apply for the purposes of this subsection as if any collective investment scheme which is not an offshore fund were regarded as an offshore fund. (3) For the purposes of determining whether a collective investment scheme meets the genuine diversity of ownership condition as mentioned in subsection (2), the fact that (for any reason) the capacity of the vehicle to receive investments is limited does not prevent regulation 75(3) of the Offshore Funds (Tax) Regulations 2009 (including as it applies for the purposes of regulation 75(5) of those Regulations) from being met. (4) Subsection (3) does not apply if— (a) the limited capacity of the scheme to receive investments is fixed by the documents of the vehicle (or otherwise), and (b) a pre-determined number of specific persons, or specific groups of connected persons, make investments in the vehicle that collectively exhaust all, or substantially all, of that capacity. (5) For the purposes of determining whether a collective investment scheme constituted before 1 April 2022 meets the genuine diversity of ownership condition as mentioned in subsection (2), it is to be assumed that regulation 75(2) of the Offshore Funds (Tax) Regulations 2009 (including as it applies for the purposes of regulation 75(5) of those Regulations) has effect as if it referred to a statement prepared by the manager of the scheme, available to HMRC, which— (a) specifies the intended categories of investor when the scheme was marketed, (b) confirms that the interests in the scheme were made widely available, and (c) confirms that interests in the scheme were marketed and made available in accordance with the requirements of regulation 75(4)(a) of those Regulations (and that provision is to be read accordingly).

Requirements for financial statements

3

(1) In section 531 (conditions as to balance of business)—

(a) in subsection (2)—

(i) in paragraph (a) omit “(as shown in the financial statement under section 532(2)(a))”;

(ii) in paragraph (b) omit “(as shown in the financial statement under section 532(2)(c))”;

(b) after subsection (2) insert—

(2A) Where the matters mentioned in section 533(1)(a) to (ca) must be specified in a financial statement under section 532(2)(a) or (c) in relation to each member of a group (see section 533(1C))— (a) the reference in subsection (2)(a) to the profits of property rental business of members of the group are to those profits as shown in the financial statement under section 532(2)(a), and (b) the reference in subsection (2)(b) to the profits of residual business of members of the group are to those profits as shown in the financial statement under section 532(2)(c).

;

(c) in subsection (6), in the words before paragraph (a), after “group” insert “, where the matters mentioned in section 533(1)(d) must be specified in a financial statement under section 532(2)(a) and (c) in relation to each member of the group (see section 533(1G))”.

(2) In section 533 (financial statements: supplementary)—

(a) in subsection (1)—

(i) in the words before paragraph (a), omit “each member of”;

(ii) omit the “and” at the end of paragraph (c);

(iii) after paragraph (c) insert—

(ca) the items specified in section 531(4)(b) to (d), and

;

(iv) in paragraph (d), in the words before sub-paragraph (i), after “assets” insert “, including assets within subsection (1ZA),”;

(b) after subsection (1) insert—

(1ZA) Assets are within this subsection if they are held solely— (a) in connection with the items mentioned in section 531(4)(b) and (c), or (b) as a result of compliance with planning obligations entered into as mentioned in section 531(4)(d).

;

(1B) Subsection (1C) applies where in the accounting period for which statements are prepared under section 532(2) profits of the group’s property rental business are less than 80% of the sum of— (a) the profits of property rental business of the group, and (b) the profits of residual business of the group. (1C) In addition to being specified in relation to the group, the matters mentioned in subsection (1)(a) to (ca) must be specified in a financial statement under section 532(2)(a) or (c) in relation to each member of the group. (1D) For the purposes of establishing whether subsection (1C) applies— (a) the references to profits in subsection (1B) are to profits determined in the same way as profits are determined in accordance with section 531(4); (b) any expenses relating to both property rental business and residual business are to be apportioned on a just and reasonable basis. (1E) Where the effect of subsections (1B) and (1C) is that there is no requirement to specify in a financial statement for an accounting period under section 532(2)(a) or (c) the matters mentioned in subsection (1)(a) to (ca) in relation to each member of a group, it is to be assumed that the group meets condition A in section 531(1) in relation to that accounting period. (1F) Subsection (1G) applies where, at the beginning of the accounting period for which statements are prepared under section 532(2), the sum of— (a) the value of the assets relating to property rental business, and (b) the value of the assets relating to residual business so far as consisting of cash or relevant UK REIT shares, is less than 80% of the total value of assets held by the group. (1G) In addition to being specified in relation to the group, the matters mentioned in subsection (1)(d) must be specified in a financial statement under section 532(2)(a) or (c) in relation to each member of the group. (1H) For the purposes of establishing whether subsection (1G) applies, references to assets in subsection (1F) are to the assets excluding— (a) assets held solely in connection with the items mentioned in section 531(4)(b) and (c), and (b) assets held solely as a result of compliance with planning obligations entered into as mentioned in section 531(4)(d). (1I) Where the effect of subsections (1F) and (1G) is that there is no requirement to specify in a financial statement for an accounting period under section 532(2)(a) or (c) the matters mentioned in subsection (1)(d) in relation to each member of a group, it is to be assumed that the group meets condition B in section 531(5) in relation to that accounting period.

Balance of business test

4

(1) In section 531 (conditions as to balance of business)—

(a) in subsection (4)—

(i) in the words before paragraph (a) omit “In the case of a company,”;

(ii) in the words before paragraph (a), for “(1) and (3)” substitute “(1) to (3)”;

(iii) omit the “and” at the end of paragraph (b);

(iv) at the end of paragraph (c) insert

, and (d) profits of residual business of the company or, as the case may be, group resulting from compliance with planning obligations entered into in accordance with section 106 of the Town and Country Planning Act 1990 in the course of the property rental business of the company or group.

;

(b) after subsection (7) insert—

(7A) References in subsections (5) to (7) to assets are to assets excluding— (a) assets held solely in connection with the items mentioned in subsection (4)(b) and (c), and (b) assets of residual business of members of the group or of the company held solely as a result of compliance with planning obligations entered into as mentioned in subsection (4)(d).

(2) In consequence of the amendments made by sub-paragraph (1), in the Real Estate Investment Trusts (Financial Statements of Group Real Estate Investment Trusts) Regulations 2006 (S.I. 2006/2865), omit regulation 7.

Holders of excessive rights

5

In section 553 (meaning of “holder of excessive rights”), in subsection (1), after paragraph (b) insert

, other than a person to whom a payment of a distribution must be made without deduction of income tax in accordance with regulation 7 of the Real Estate Investment Trusts (Assessment and Recovery of Tax) Regulations 2006 (S.I. 2006/2867) (gross payment of distributions).

Application and commencement

6

(1) The amendments made by paragraphs 2 to 4 have effect in relation to accounting periods (within the meaning of Part 12 of CTA 2010) that begin on or after 1 April 2022.

(2) Paragraph 5 comes into force on 1 April 2022.

SCHEDULE 4

PART 1 — Consequential amendments

CTA 2010

1

(1) CTA 2010 is amended as follows.

(2) Omit section 129(3).

(3) Omit sections 135 and 136 together with the heading before section 135.

(4) In section 137(1) (deduction from total profits), omit “or 135”.

(5) In section 142 (meaning of “the overlapping period”)—

(a) in subsection (1) omit the words from “or” to the end;

(b) in subsection (3) for “consortium condition 3” to the end substitute “or, consortium condition 3.”

(6) In section 168 (meaning of “the relevant accounting period”), omit subsections (2) and (3).

(7) In section 179(3) (cases in which surrendering or claimant company is non-UK resident), omit the words from “But” to the end.

(8) In section 188(1) (other definitions)—

(a) in the definition of “the claimant company” omit the words from “or” to the end;

(b) in the definition of “the claim period” omit the words from “or” to the end;

(d) in the definition of “surrendering company” omit the words from “or” to the end;

(e) in the definition of “the surrender period” omit the words from “or” to the end.

(9) In section 269DB (meaning of “non-banking group relief”)—

(a) in subsection (1) omit paragraph (b) and the “or” preceding it;

(b) omit subsections (2) to (8).

(10) In Schedule 4 (index of defined expressions) omit the following entries—

(a) “EEA accounting period”;

(b) “EEA amount”;

(d) “EEA territory”.

FA 2013

2

Omit section 30 of FA 2013 (loss relief surrenderable by non-UK resident established in EEA state).

Taxes (Amendments) (EU Exit) Regulations 2019 (S.I. 2019/689)

3

In the Taxes (Amendments) (EU Exit) Regulations 2019, omit regulation 17(2), (3) and (4).

PART 2 — Commencement

4

(1) The amendments made by section 24(3) and paragraph 1 of this Schedule, and section 24(5) and paragraph 3 of this Schedule so far as they relate to those amendments, have effect—

(a) in relation to any accounting period of a claimant company beginning on or after the commencement day, and

(b) in relation to any period (“the loss period”) beginning on or after the commencement day in which any loss or other amount arises to a non-UK resident company.

(2) If an accounting period (a “straddling period”) of a claimant company begins before the commencement day and ends on or after that day—

(a) so much of the straddling period as falls before the commencement day, and

(b) so much of the straddling period as falls on or after that day,

are to be treated as separate periods for the purposes of the provisions mentioned in sub-paragraph (1).

(3) The amount of the claimant company’s profits for the straddling period is to be attributed, on an apportionment in accordance with this paragraph, to those separate accounting periods.

(4) If the loss period of the non-UK resident company begins before the commencement day and ends on or after that day—

(a) so much of the loss period as falls before the commencement day, and

(b) so much of the loss period as falls on or after that day,

are to be treated as separate periods for the purposes of the provisions mentioned in sub-paragraph (1).

(5) The amount of the loss or other amount of the non-resident company for the loss period is to be attributed, on an apportionment in accordance with this paragraph, to those separate accounting periods.

(6) Any apportionment under this paragraph is to be made—

(a) on a time basis according to the respective lengths of the periods, or

(b) if that method produces a result that is unjust or unreasonable, on a just and reasonable basis.

5

(1) The amendments made by section 24(2) and paragraph 2 of this Schedule, and section 24(5) and paragraph 3 of this Schedule so far as they relate to those amendments, have effect in relation to accounting periods beginning on or after the commencement day.

(2) If an accounting period (a “straddling period”) of a surrendering company begins before the commencement day and ends on or after that day—

(a) so much of the straddling period as falls before the commencement day, and

(b) so much of the straddling period as falls on or after that day,

are to be treated as separate periods for the purposes of the provisions mentioned in sub-paragraph (1).

(3) Any apportionment under this paragraph is to be made—

(a) on a time basis according to the respective lengths of the periods, or

(b) if that method produces a result that is unjust or unreasonable, on a just and reasonable basis.

6

(1) The amendments made by section 24(4), and section 24(5) and paragraph 3 of this Schedule so far as they relate to those amendments, have effect in relation to accounting periods beginning on or after the commencement day.

(2) If an accounting period (a “straddling period”) of a surrendering company begins before the commencement day and ends on or after that day—

(a) so much of the straddling period as falls before the commencement day, and

(b) so much of the straddling period as falls on or after that day,

are to be treated as separate periods for the purposes of the provisions mentioned in sub-paragraph (1).

(3) Where the surrendering company surrenders any amount of loss that has been carried forward to the straddling period, it may determine how much (if any) of the loss is surrendered in relation to each of the separate accounting periods.

7

In this Part—

“claimant company” has the meaning given by section 135(2) of CTA 2010;

“commencement day” means 27 October 2021;

“surrendering company” has the meaning given by section 99(7) of CTA 2010.

SCHEDULE 5

PART 1 — Power to make provision in connection with IFRS 17

1

(1) The Treasury may by regulations make such provision as they consider appropriate for the purposes of corporation tax in connection with the introduction of or any amendment to International Financial Reporting Standard 17 (insurance contracts) issued by the International Accounting Standards Board.

(2) Regulations under sub-paragraph (1) may (among other things)—

(a) make different provision for different purposes,

(b) make incidental, supplementary, consequential, transitional, transitory and saving provision, and

PART 2 — Amendments in connection with IFRS 17

2

In FA 2012 omit section 79 (spreading of acquisition expenses).

3

(1) In consequence of the amendment made by paragraph 2 the following amendments are made.

(2) In FA 2012—

(a) in section 76 (meaning of “adjusted BLAGAB management expenses”)—

(i) omit Step 2;

(ii) in Step 4 omit “(adjusted, where relevant, in accordance with step 2)”;

(b) in section 77 (meaning of “ordinary BLAGAB management expenses” etc)—

(i) in subsection (2), in paragraph (a) omit “(but see subsection (3))”;

(ii) omit subsection (3) (acquisition expenses falling to be debited in successive accounting periods);

(i) in subsection (3) (meaning of “deemed BLAGAB management expense for the accounting period”) omit “section 79 or”;

(ii) in subsection (4) (meaning of “expenses reversed in the accounting period”), in paragraph (a) omit the words in brackets;

(d) omit section 80 (section 79: meaning of “acquisition expenses”);

(e) in section 81 (amounts treated as ordinary BLAGAB management expenses) omit subsection (5);

(f) in section 82(2) (restrictions in relation to ordinary BLAGAB management expenses) omit the words from “; but” to the end;

(g) in section 108(3) (meaning of a “BLAGAB matter”) omit paragraph (b);

(h) in section 128 (relief for transferee in respect of transferor’s BLAGAB expenses)—

(i) in the heading, after “transferor’s” insert “excess”;

(ii) omit subsections (2) to (4);

(i) in Part 3 of Schedule 16 (minor and consequential amendments), in paragraph 210 (amendment of section 1297 of CTA 2009) omit sub-paragraph (3).

(3) In section 1297 of CTA 2009 (basic life assurance and general annuity business) omit subsections (2) and (3).

4

This Part comes into force on such day as the Treasury may by regulations appoint (and different days may be appointed for different purposes).

5

The Treasury may by regulations make transitional, transitory or saving provision in connection with the coming into force of this Part.

6

Regulations under paragraph 5 may make different provision for different purposes.

SCHEDULE 6

Amendment to TCGA 1992

1

For section 26A of TCGA 1992 (transfer of dormant bank or building society account) substitute—

(26A) (1) This section applies where there is a transfer in respect of a dormant asset. (2) There is a transfer in respect of a dormant asset where an amount is transferred by an institution in respect of an asset— (a) to an authorised reclaim fund, with the result that section 1 of the 2008 Act or section 2, 5, 8, 12 or 14 of the 2022 Act applies in relation to the asset, or (b) to an authorised reclaim fund and one or more charities, with the result that section 2 of the 2008 Act applies in relation to the asset. (3) For the purposes of this Act— (a) the transfer is not to be treated as involving any acquisition or disposal of the asset, and (b) rights which a person (“P”) acquires under Part 1 of the 2008 Act or Part 1 or sections 22 to 25 of the 2022 Act (as the case may be) after the transfer are to be treated as the same asset as the original rights, acquired as the original rights were acquired and having the same characteristics as those rights. (4) In this section— - “the 2008 Act” means the Dormant Bank and Building Society Accounts Act 2008; - “the 2022 Act” means the Dormant Assets Act 2022; - “asset” means an asset within the scope of the dormant assets scheme (see section 1(6) of the 2022 Act); - “authorised reclaim fund” has the same meaning as in the Dormant Assets Acts 2008 to 2022; - “the original rights” are P’s rights against the institution immediately before the transfer.

Amendment to FA 2008

2

For section 39 of FA 2008 (dormant bank and building society accounts) substitute—

(39) (1) The Commissioners for Her Majesty’s Revenue and Customs may by regulations— (a) modify Chapters 2 and 3 of Part 15 of ITA 2007 (deduction of income tax on interest payments at source) in relation to interest paid or credited in respect of a relevant dormant asset, and (b) provide that, for the purposes of Chapter 2 of Part 4 of ITTOIA 2005 (charge to income tax on interest), such interest is to be treated as not being paid until the time (if any) at which the balance of the dormant asset is paid out following a claim made by virtue of— (i) section 1(2)(b) or 2(2)(b) of the 2008 Act, or (ii) section 2(2)(b), 5(2)(b), 5(3)(b), 8(2)(b), 12(2)(b), 14(2)(b) or 22(1) of the 2022 Act. (2) A relevant dormant asset is an asset in respect of which an amount is to be, or has been, transferred by an institution— (a) to an authorised reclaim fund, with the result that section 1 of the 2008 Act or section 2, 5, 8, 12 or 14 of the 2022 Act applies in relation to the asset, or (b) to an authorised reclaim fund and one or more charities, with the result that section 2 of the 2008 Act applies in relation to the asset. (3) Interest paid or credited in respect of a relevant dormant asset includes interest paid or credited by a person who administers the asset on behalf of an authorised reclaim fund after the balance has been transferred. (4) In this section— - “the 2008 Act” means the Dormant Bank and Building Society Accounts Act 2008; - “the 2022 Act” means the Dormant Assets Act 2022; - “asset” means an asset within the scope of the dormant assets scheme (see section 1(6) of the 2022 Act); - “authorised reclaim fund” has the same meaning as in the Dormant Assets Acts 2008 to 2022.

Amendments to the Income Tax (Deposit-takers and Building Societies) (Interest Payments) Regulations 2008 (S.I. 2008/2682)

3

(1) The Income Tax (Deposit-takers and Building Societies) (Interest Payments) Regulations 2008 (S.I. 2008/2682) are amended in accordance with sub-paragraphs (2) to (4).

(2) In regulation 2 (interpretation)—

(a) the existing text becomes paragraph (1);

(b) in that paragraph, before the definition of “certificate” insert—

“authorised reclaim fund” has the same meaning as in the Dormant Assets Acts 2008 to 2022;

;

“relevant dormant asset” means—a dormant account the balance of which is to be, or has been, transferred—to an authorised reclaim fund, with the result that section 1 of the Dormant Bank and Building Society Accounts Act 2008 applies in relation to the account, orto an authorised reclaim fund and one or more charities, with the result that section 2 of the Dormant Bank and Building Society Accounts Act 2008 applies in relation to the account, ora dormant asset (within the meaning of section 1(6) of the Dormant Assets Act 2022) the balance of which is to be, or has been, transferred to an authorised reclaim fund with the result that section 2, 8, 12 or 14 of that Act applies in relation to it;

;

(d) in that paragraph, for the definition of “repayment claim” substitute—

“repayment claim” means a claim made by virtue of—section 1(2)(b) or 2(2)(b) of the Dormant Bank and Building Society Accounts Act 2008, orsection 2(2)(b), 8(2)(b), 12(2)(b) or 14(2)(b) of the Dormant Assets Act 2022.

;

(e) after that paragraph insert—

(2) Terms used in regulations 4A and 4B and in the Dormant Assets Acts 2008 to 2022 (apart from “repayment claim”) have the same meaning in those regulations as in those Acts.

(3) In regulation 4A (dormant accounts - postponement of obligation to deduct sum representing income tax)—

(a) in the heading, for “accounts” substitute “asset”;

(b) in each place it occurs, for “account” substitute “asset”.

(4) In regulation 4B, in both places it occurs for “account” substitute “asset”.

Exemption for reclaim amounts in respect of individual investment plans

4

(1) An amount is exempt from income tax and capital gains tax if and to the extent that—

(a) it is paid out of an authorised reclaim fund in respect of a relevant dormant asset, and

(b) the amount transferred to the fund in respect of the asset was an amount owing to a person by virtue of an investment to which regulations under Chapter 3 of Part 6 of ITTOIA 2005 (exemption for income from individual investment plans) applied.

(2) In this paragraph—

“authorised reclaim fund” has the same meaning as in the Dormant Assets Acts 2008 to 2022;

“relevant dormant asset” has the same meaning as in section 39(2) of FA 2008 (as substituted by paragraph 2).

Power to make provision for the purposes of the Income Tax Acts and TCGA 1992 in relation to dormant assets

5

(1) The Treasury may by regulations make provision for the purposes of any provision of the Income Tax Acts or TCGA 1992 in relation to the dormant assets scheme (within the meaning of the Dormant Assets Acts 2008 to 2022).

(2) Regulations under sub-paragraph (1) may, among other things—

(a) amend any provision of the Income Tax Acts or TCGA 1992 (including section 26A of that Act as substituted by paragraph 1);

(b) disapply any provision made by or under those Acts;

(c) provide for any provision made by or under those Acts to have effect with modifications specified in the regulations.

(3) Regulations under sub-paragraph (1) may make provision having effect in relation to times before the regulations are made.

(4) Regulations under sub-paragraph (1) may—

(a) make different provision for different purposes, and

(b) make supplementary, incidental, consequential or transitional or saving provision.

(5) The power conferred by sub-paragraph (1) is not exercisable after 31 December 2023.

Commencement

6

This Schedule comes into force on such day as the Treasury may by regulations appoint.

SCHEDULE 7

PART 1 — RPDT loss relief

Introduction

1

This Part of this Schedule provides that if a company makes an adjusted trading loss in an accounting period the company is to be given relief from RPDT in a subsequent accounting period.

Carry forward of a trading loss to next accounting period

2

(1) Sub-paragraph (2) applies if—

(a) in an accounting period (“the loss-making period”) an RP developer has an adjusted trading loss,

(b) relief is not given for an amount of the loss (“the unrelieved amount”) under Part 2 or 3 of this Schedule (RPDT group reliefs), and

(2) The unrelieved amount is carried forward to the later period and relief for the RP developer is given in accordance with sub-paragraph (3).

(3) The relief is to be given effect in the later period in accordance with section 38 as “allowable RPDT loss relief”.

(4) But sub-paragraph (3) is subject to sub-paragraphs (5) and (6) and section 42.

(5) Sub-paragraph (6) applies in relation to any amount of the unrelieved amount that is greater than the maximum deduction for the later period permitted by section 42 (“the excess amount”).

(6) The excess amount is carried forward to the accounting period after the later period (“the further period”) instead of being given effect in the later period (see paragraph 3).

Carry forward of trading losses to subsequent accounting periods

3

(1) Sub-paragraph (2) applies if—

(a) an amount of an adjusted trading loss is carried forward to a later period under paragraph 2(2),

(b) the RP developer has an excess amount, and

(2) Paragraph 2(2) to (6) apply as if—

(a) references to the unrelieved amount were to the excess amount, and

(b) references to the later period were to the further period.

PART 2 — RPDT group relief

Introduction

4

(1) This Part of this Schedule allows—

(a) a company (“the surrendering company”) to surrender an adjusted trading loss it has for an accounting period to another company (“the claimant company”) that is part of the same relief group, and

(b) enables the claimant company to claim relief from RPDT for that loss.

(2) The relief mentioned in sub-paragraph (1) is called “RPDT group relief”.

5

In this Part of this Schedule, in relation to an adjusted trading loss that a company has for an accounting period—

“surrender period” means an accounting period for which the surrendering company has the loss;

“surrenderable amounts” means an adjusted trading loss so far as eligible for surrender under this Part of this Schedule.

6

In this Part of this Schedule, “company” means any body corporate.

Surrender of company’s losses for an accounting period

7

(1) Sub-paragraph (2) applies if—

(a) a surrendering company has an adjusted trading loss for a surrender period, and

(b) the company is part of a relief group.

(2) The surrendering company may surrender the loss.

Claims for RPDT group relief

8

(1) This paragraph applies in relation to the surrendering company’s surrenderable amounts for the surrender period under paragraph 7.

(2) The claimant company may make a claim for RPDT group relief for an accounting period (“the claim period”) in relation to those amounts (in whole or in part) if—

(a) the surrendering company consents to the claim,

(b) there is a period (“the overlapping period”) that is common to the claim period and the surrender period, and

(c) at a time during the overlapping period the surrendering company and the claimant company are part of the same relief group.

(3) More than one company may make a claim for RPDT group relief in relation to any surrenderable amounts (but the giving of RPDT group relief in relation to any claim is subject to the provisions of this Part of this Schedule).

(4) Paragraph 70(3) and (4) of Schedule 18 to FA 1998 apply for the purposes of any consent given under this paragraph.

Giving of RPDT group relief

9

(1) If a claimant company makes a claim under paragraph 8, the relief is to be given effect in accordance with section 38 as “allowable RPDT group relief”.

(2) The amount of the relief is—

(a) an amount equal to the surrendering company’s surrenderable amounts for the surrender period, or

(b) if the claim is in relation to only part of those amounts, an amount equal to that part.

But this is subject to section 42 and paragraph 10.

(3) The deduction of the relief under section 38 is to be made after the deduction of any relief under Part 1 of this Schedule but before the deduction of any relief under Part 3 of this Schedule.

Limitation on amount of RPDT group relief to be given

10

(1) Paragraph 9(2) is subject to the limitation in sections 138 to 142 of CTA 2010 (general limitation on amount of group relief to be given) as if those sections applied to RPDT group relief under this Part of this Schedule as they apply to group relief under Part 5 of that Act.

(2) For the purposes of sub-paragraph (1)—

(a) section 140 of CTA 2010 (unrelieved part of claimant company’s available total profits) has effect as if—

(i) in subsection (7), for the words from “references to its” to the end there were substituted “references to its adjusted trading profits (within the meaning of section 39 of FA 2022) after the deduction of any relief given under Part 1 of Schedule 7 to FA 2022.”;

(ii) subsection (8) were omitted;

(b) section 142 of CTA 2010 (meaning of the “overlapping period”) has effect as if—

(i) in subsection (1) for the words in parenthesis there were substituted “(see paragraph 8(2)(b) of Schedule 7 to FA 2022)”;

(ii) in subsection (3), for the words from “group relief condition is the” to the end there were substituted “requirement in paragraph 8(2)(c) of Schedule 7 to FA 2022”.

Arrangements for transfer of companies

11

Sections 154 and 155A to 156 of CTA 2010 (arrangements for transfer of member of group of companies etc) apply for the purposes of this Part of this Schedule as they apply for the purposes of Part 5 of that Act, but as if the references in sections 155A(1) and 155B(1) to “or 155(3)” were omitted.

PART 3 — RPDT group relief for carried-forward losses

Introduction

12

(1) This Part of this Schedule—

(a) allows a company (“the surrendering company”) to surrender an adjusted trading loss that has been carried forward to an accounting period of the company (see Part 1 of this Schedule) to another company (“the claimant company”) that is part of the same relief group, and

(b) enables the claimant company to claim relief from RPDT for those losses.

(2) The relief mentioned in sub-paragraph (1) is called “RPDT group relief for carried-forward losses”.

13

In this Part of this Schedule, in relation to losses that a company has carried forward to an accounting period—

“surrender period” means an accounting period to which the surrendering company has carried forward losses;

“surrenderable amounts” means an adjusted trading loss so far as eligible for surrender under this Part of this Schedule.

14

In this Part of this Schedule, “company” means any body corporate.

Surrender of company’s carried-forward losses for an accounting period

15

(1) Sub-paragraph (2) applies if—

(a) an adjusted trading loss is carried forward to a surrender period of a surrendering company under Part 1 of this Schedule,

(b) relief under that Part is not given for an amount of the loss (“the unrelieved amount”), and

(2) The surrendering company may surrender the unrelieved amount.

Claims for RPDT group relief for carried-forward losses

16

(1) This paragraph applies in relation to the surrendering company’s surrenderable amounts for a surrender period under paragraph 15.

(2) The claimant company may make a claim for group relief for carried-forward losses for an accounting period (“the claim period”) if in relation to those amounts (in whole or in part)—

(a) the surrendering company consents to the claim,

(b) there is a period (“the overlapping period”) that is common to the claim period and the surrender period, and

(c) at a time during the overlapping period the surrendering company and the claimant company are part of the same relief group.

(3) More than one company may make a claim for group relief for carried-forward losses in relation to any surrenderable amounts (but the giving of group relief in relation to any claim is subject to the provisions of this Part of this Schedule).

(4) Paragraph 70(3) and (4) of Schedule 18 to FA 1998 apply for the purposes of any consent given under this paragraph.

Giving of RPDT group relief for carried-forward losses

17

(1) If a claimant company makes a claim under paragraph 16, the relief is to be given effect in accordance with section 38 as “allowable RPDT group relief for carried-forward losses”.

(2) The amount of the relief is—

(a) an amount equal to the surrendering company’s surrenderable amounts for the surrender period, or

(b) if the claim is in relation to only part of those amounts, an amount equal to that part.

But this is subject to section 42 and paragraph 18.

(3) The deduction of the relief under section 38 is to be made after the deduction of any relief under Part 1 or 2 of this Schedule.

Limitation on amount of group relief for carried-forward losses to be given

18

(1) Paragraph 17(2) is subject to the limitation in sections 188DB to 188DG of CTA 2010 (general limitation on amount of group relief for carried-forward losses to be given) as if those sections applied to RPDT group relief for carried-forward losses under that paragraph as they apply to group relief for carried-forward losses under section 188CB of that Act.

(2) For the purposes of sub-paragraph (1)—

(a) section 188DC of CTA 2010 (unused part of the surrenderable amounts) has effect as if subsection (4)(a)(ii) were omitted;

(b) section 188DD of CTA 2010 (claimant company’s relevant maximum for overlapping period) has effect as if—

(i) in subsection (1), in Step 1, for “section 269ZD(4)” there were substituted “section 42 of FA 2022”;

(ii) in subsection (1), for Step 2 there were substituted—

Step 2Deduct from that amount the sum of any deductions made by the company for the claim period under paragraphs 2(3) and 9(1) of Schedule 7 to FA 2022.

;

(iii) subsections (2), (3), (3A) and (5) were omitted;

(c) section 188DE of CTA 2010 (previously claimed group relief for carried-forward losses) has effect as if in subsection (2)(a) “or 188CC” were omitted;

(d) section 188DG of CTA 2010 (meaning of the “overlapping period”) has effect as if—

(i) in subsection (1) for the words in parenthesis there were substituted “(see paragraph 16(2)(b) of Schedule 7 to FA 2022)”;

(ii) in subsection (3), for the words from “group relief condition is the” to the end there were substituted “requirement in paragraph 16(2)(c) of Schedule 7 to FA 2022”.

PART 4 — Supplementary provision

Payments for relief

19

(1) This paragraph applies if—

(a) a surrendering company and a claimant company (within the meaning of Part 2 or 3 of this Schedule) have an agreement between them in relation to adjusted trading losses of the surrendering company (“the agreed loss amounts”),

(b) RPDT group relief, or RPDT group relief for carried-forward losses, is given to the claimant company in relation to the agreed loss amounts, and

(c) as a result of the agreement the claimant company makes a payment to the surrendering company that does not exceed the total amount of the agreed loss amounts.

(2) The payment is not to be taken into account in determining the profits or losses of either company under section 39 (adjusted trading profits and losses).

Change in company ownership

20

Part 14 of CTA 2010 (change in company ownership) applies, with any necessary modifications, in relation to RPDT group relief under Part 2 of this Schedule, and RPDT group relief for carried-forward losses under Part 3 of this Schedule, as it applies in relation to loss relief under Parts 5 and 5A to that Act (group reliefs).

Meaning of “relief group”

21

For the purposes of this Schedule, two companies are part of the same “relief group” if—

(a) one is the 75% subsidiary of the other, or

(b) both are 75% subsidiaries of a third company.

Meaning of “adjusted trading loss”

22

For the purposes of this Schedule, references to an RP developer’s “adjusted trading loss” for an accounting period include—

(a) any amount by which joint venture losses that are attributable to that RP developer for period in accordance with section 40 exceed any adjusted trading profits that the RP developer has for that period;

(b) the sum of—

(i) any adjusted trading losses that the RP developer has for that period, and

(ii) any joint venture losses that are attributable to the RP developer for that period in accordance with section 40.

SCHEDULE 8

Amendments of TMA 1970

1

(1) Part 5A of TMA 1970 (payment of tax) is amended as follows.

(2) In section 59E (further provision as to when corporation tax is due and payable), in subsection (11) after paragraph (d) insert—

(e) to any sum chargeable on a company under section 33 of FA 2022 (residential property developer tax) as if it were an amount of corporation tax chargeable on the company.

(3) In section 59F (arrangements for paying corporation tax on behalf of group members), in subsection (6)—

(a) omit “and” at the end of paragraph (b);

(b) after paragraph (c) insert

, and (d) to any sum chargeable on a company under section 33 of FA 2022 (residential property developer tax) as if it were an amount of corporation tax chargeable on the company.

Amendments of FA 1998

2

(1) Schedule 18 to FA 1998 (company tax returns, assessments and related matters) is amended as follows.

(2) In paragraph 1 (meaning of “tax”)—

(a) omit the “and” at the end of the paragraph beginning “section 330(1)”;

(b) omit the “and” at the end of the paragraph beginning “step 5 in section 371BC(1)”;

, and section 33 of the Finance Act 2022 (residential property developer tax).

(3) After paragraph 7 insert—

(7A) (1) A residential property developer must include in its company tax return for an accounting period a statement of— (a) its RPD profits in relation to the accounting period, (b) its adjusted trading profits or adjusted trading losses for that period, (c) the amount of any joint venture profits that are attributable to the developer for that period, (d) any allowable RPDT loss relief which the developer is given for that period, (e) any allowable RPDT group relief claimed by the developer for that period, (f) any allowable RPDT group relief for carried-forward losses claimed by the developer for that period, and (g) its allowance for that period, unless sub-paragraph (2) applies in relation to the accounting period. (2) This sub-paragraph applies where it is reasonable to assume that the developer would have no liability to residential property developer tax in relation to the accounting period if no amount were deducted in the calculation at section 38 of the Finance Act 2022 in relation to that accounting period in respect of any— (a) allowable RPDT loss relief, (b) allowable RPDT group relief, or (c) allowable RPDT group relief for carried-forward losses. (3) Terms used in Part 2 of the Finance Act 2022 have the same meaning in this paragraph as in that Part (unless the contrary intention appears).

(4) In paragraph 8(1) (calculation of tax payable), under the heading “Third step”, at the end insert—

Any amount of residential property developer tax chargeable by virtue of section 33 of the Finance Act 2022.

SCHEDULE 9

Residential property developer tax to be ignored for corporation tax purposes

1

In calculating profits or losses for corporation tax purposes, no deduction is allowed in respect of RPDT.

Payments made for RPDT reliefs to be ignored for corporation tax purposes

2

An amount which is, as a result of section 40(5) or paragraph 19 of Schedule 7, not to be taken account in determining profits or losses under section 39 (adjusted trading profits and losses)—

(a) is also not to be taken into account in calculating profits or losses for the corporation tax purposes, and

(b) is not to be regarded for those purposes as a distribution.

Provision made or imposed between RPD activities and other activities of the same company

3

Chapters 1 and 3 to 6 (read in accordance with Chapters 2 and 8) of Part 4 of TIOPA 2010 (transfer pricing) apply to provision made or imposed as between an RP developer’s RPD activities and other activities carried on by it as if—

(a) those activities were carried on by two different persons,

(b) the provision were made or imposed between those persons by means of a transaction, and

Provision made or imposed between an RP developer and another person under the same control

4

(1) Chapters 1 and 3 to 6 (read in accordance with Chapters 2 and 8) of Part 4 of TIOPA 2010 apply to provision made or imposed as between an RP developer and a relevant company by means of a transaction or series of transactions that—

(a) in relation to the RP developer, falls to be regarded as made or imposed in the course of, or with respect to, the RP developer’s RPD activities, and

(b) in relation to the relevant company, does not fall to be regarded as made or imposed in the course of, or with respect to, RPD activities carried on by that company.

(2) A company is a relevant company if it and the RP developer are under the same control at the time when the provision was made or imposed.

SCHEDULE 10

PART 1 — Charge

Charge on value of assets held for qualifying purposes

1

(1) Where—

(a) a person (“P”) takes disqualifying steps in relation to an asset in disqualifying circumstances, and

(b) the £100 million threshold condition is met in relation to the person (whether before, at the same time as or after those steps were taken),

P is liable to pay a tax equal to 75% of the asset’s adjusted value (see paragraph 3).

(2) The tax is to be known as public interest business protection tax and the Commissioners for Her Majesty’s Revenue and Customs are responsible for its collection and management.

(3) P takes disqualifying steps in relation to an asset in disqualifying circumstances if—

(a) it is reasonable to conclude that the asset was held by P wholly or partly for the purposes of it being used or being available for use for the benefit of a public interest business carried on by P or by a person connected to P,

(b) steps are taken by P, or by P together with others, that result in the asset not being used to some extent, or being no longer available for use to some extent, for the benefit of the business,

(c) the business becomes subject to special measures (whether before, at the same time as, or after those steps were taken),

(d) the taking of those steps materially contributes to—

(i) the business becoming subject to special measures, or

(ii) a significant increase in the costs of carrying on the business, and

(e) P was aware, or ought reasonably to have been aware, that the asset not being used, or being available for use, by the business would have the effect mentioned in paragraph (d)(i) or (ii).

(4) In this Schedule—

(a) “qualifying purposes” means the purposes described in sub-paragraph (3)(a), and

(b) “disqualifying steps” means steps described in sub-paragraph (3)(b), and steps may fall within that description whether or not—

(i) P or any other person receives any consideration in connection with, or otherwise in consequence of, the taking of the steps, or

(ii) P directly participates in all of the steps.

(5) Disqualifying steps include (for example)—

(a) one or more steps that result in the disposal of the asset where some or all of the proceeds of that disposal are (to any extent) not applied for the benefit of the public interest business (including where some of those proceeds are so applied for a time, but subsequently cease to be);

(b) one or more steps that result in the public interest business being deprived in substance of the benefit of the asset to some extent (including where the benefit of the asset is provided to the business at a greater cost to the business than would have reasonably been expected);

(c) one or more steps that facilitate a person benefiting from the asset or its disposal to the detriment of the public interest business;

(d) entering into arrangements which result in the asset no longer being held, or which result in it being held to a lesser extent, for qualifying purposes in relation to the public interest business (including arrangements that include transactions to which the person is not party);

(e) directing, encouraging or causing another person to do something which results in the asset no longer being held, or which result in it being held to a lesser extent, for qualifying purposes in relation to the public interest business.

(6) Steps taken in contemplation of the taking of disqualifying steps (which might include steps taken in relation to the residence of P) are to be treated as disqualifying steps.

(7) Where the taking of a disqualifying step was delayed by the action of a public authority, that step is to be treated as having been taken at the time at which it would, but for that action, have been taken.

(8) In determining, for the purposes of sub-paragraph (3)(d)(ii) whether there has been an increase in the costs of carrying on the public interest business—

(a) those costs are to be taken to include the costs of any person who, as a result of the special measures, takes over (in substance) the carrying on of any of the activities comprised in the carrying on of the business (such as the costs of a person to whom the customers of the business are transferred), and

(b) whether costs have increased is to be determined by reference to what the costs of carrying on the activities comprised in the carrying on of the business would have been—

(i) had those activities all been carried on by the business, and

(ii) had the asset been available for use (including its being used to avoid or offset a cost) in connection with the carrying on of those activities on the same basis it had been available before the taking of the first disqualifying step.

(9) The £100 million threshold condition is met in relation to P if the combined underlying value (as determined in accordance with paragraph 3(2) and (3)) of all assets in respect of which disqualifying steps were taken in disqualifying circumstances by P and by any person who is connected to P exceeds £100 million.

(10) In this Schedule—

“asset” includes a part of an asset;

“disposal” includes anything which would be a disposal for the purposes of TCGA 1992.

Meaning of “public interest business” and “special measures”

2

(1) For the purposes of this Schedule, a business is a “public interest business” if it is—

(a) an energy supply business, or

(b) a business of a description specified in regulations made by the Treasury.

(2) Regulations may only specify a description of business if a special administration regime exists for persons carrying on businesses of that description.

(3) For the purposes of this Schedule a business is subject to special measures if—

(a) the person carrying on the business enters special administration,

(b) it is subject to arrangements, imposed in connection with the insolvency of the person carrying it on by or under an enactment (including by virtue of any licence required by or under an enactment), for the transfer of customers of the business to another business, or

(c) such other circumstances relating to insolvency as may be specified in regulations made by the Treasury exist in relation to the business or the person carrying it on.

(4) In this paragraph—

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