|
| |
|
(b) | are not to apply in relation to periods of account of the |
| |
worldwide group beginning before the date on which the |
| |
| |
Amendments of Chapter 9 (the “available amount”) |
| |
26 (1) | Section 332 (the available amount) is amended as follows. |
| 5 |
| |
(a) | in paragraphs (a), (b) and (c), for “amounts borrowed” substitute |
| |
| |
(b) | in paragraph (d), for “ancillary costs relating to amounts borrowed” |
| |
substitute “expenses ancillary to borrowing”, and |
| 10 |
(c) | in paragraphs (e) and (f), for “cost” substitute “expense”. |
| |
(3) | After subsection (1) insert— |
| |
“(1A) | For the purposes of this section, expenses are “ancillary” to |
| |
borrowing if and only if they are incurred directly— |
| |
(a) | in bringing borrowing into existence or in altering its terms, |
| 15 |
| |
(b) | in making payments in respect of borrowing. |
| |
| |
(a) | a member of the group incurs expenses for the purpose of |
| |
bringing borrowing into existence but the borrowing is not |
| 20 |
brought into existence, or |
| |
(b) | a member of the group incurs expenses for the purpose of |
| |
altering the terms of borrowing but the terms are not altered, |
| |
| the expenses are treated as falling within subsection (1A)(a) to the |
| |
same extent as if the borrowing had been brought into existence or |
| 25 |
the terms had been altered.” |
| |
27 | After section 332 (the available amount) insert— |
| |
“332A | Groups containing securitisation companies |
| |
(1) | This section applies where a member of the worldwide group is a |
| |
securitisation company within the meaning of section 83(2) of FA |
| 30 |
2005 or section 623 of CTA 2010 at any time during a period of |
| |
account of the worldwide group. |
| |
(2) | The reference in section 332(1) to amounts disclosed in the financial |
| |
statements of the worldwide group for the period are to the amounts |
| |
that would have been disclosed in those statements had they been |
| 35 |
prepared on the assumption that the company mentioned in |
| |
subsection (1) was not a member of the worldwide group. |
| |
332B | Partnerships: expenses of borrowing |
| |
(1) | This section applies where— |
| |
(a) | a member of the worldwide group is a member of a |
| 40 |
partnership at any time during a period of account of the |
| |
| |
(b) | at any time during the period of account, a liability of the |
| |
partnership in respect of borrowing (“the partnership |
| |
liability”) is outstanding. |
| 45 |
|
| |
|
| |
|
(2) | For the purposes mentioned in subsection (7), the financial |
| |
statements of the worldwide group for the period of account are to |
| |
| |
(a) | they did not disclose any amounts falling within section |
| |
332(1)(a) to (d) relating to the partnership liability, and |
| 5 |
(b) | they disclosed instead such amounts as would have fallen |
| |
within that provision had the financial statements been |
| |
prepared on the following two assumptions. |
| |
(3) | The first assumption is that, at each time during the period of |
| |
account at which the partnership liability was outstanding, each |
| 10 |
member of the partnership owed the appropriate proportion of the |
| |
partnership liability to the same person, and on the same terms, as it |
| |
was in fact owed by the partnership. |
| |
(4) | In subsection (3) “the appropriate proportion”, in relation to a |
| |
member of the partnership at any time, is the proportion of the |
| 15 |
partnership’s profits to which the member is entitled at that time |
| |
under the partnership’s profit sharing arrangements. |
| |
(5) | The second assumption is that, during the period of account, each |
| |
member of the partnership incurred the appropriate proportion of |
| |
any expenses relating to the partnership liability. |
| 20 |
(6) | In subsection (5) “the appropriate proportion” in relation to a |
| |
member of the partnership, is the proportion of the partnership’s |
| |
profits to which the member is entitled, over the period of account of |
| |
the worldwide group, under the partnership’s profit sharing |
| |
| 25 |
(7) | The purposes referred to in subsection (2) are the purposes of— |
| |
| |
(b) | any other provision of the Corporation Tax Acts so far as it |
| |
applies for the purposes of this Chapter. |
| |
332C | Partnerships: other expenses |
| 30 |
(1) | This section applies where— |
| |
(a) | a member of the worldwide group is a member of a |
| |
partnership at any time during a period of account of the |
| |
| |
(b) | during the period of account, the partnership incurs expenses |
| 35 |
in relation to finance leases or debt factoring (“the relevant |
| |
| |
(2) | For the purposes mentioned in subsection (5), the financial |
| |
statements of the worldwide group for the period of account are to |
| |
| 40 |
(a) | they did not disclose any of the relevant partnership |
| |
| |
(b) | they disclosed instead such amounts as would have fallen |
| |
within section 332(1)(e) or (f), had the financial statements |
| |
been prepared on the following assumption. |
| 45 |
(3) | The assumption is that, during the period of account, each member |
| |
of the partnership incurred the appropriate proportion of the |
| |
relevant partnership expenses. |
| |
|
| |
|
| |
|
(4) | In subsection (3) “the appropriate proportion”, in relation to a |
| |
member of the partnership, is the proportion of the partnership’s |
| |
profits to which the member is entitled, over the period of account of |
| |
the worldwide group, under the partnership’s profit sharing |
| |
| 5 |
(5) | The purposes referred to in subsection (2) are the purposes of— |
| |
| |
(b) | any other provision of the Corporation Tax Acts so far as it |
| |
applies for the purposes of this Chapter.” |
| |
28 | After section 336 (meaning of accounting expressions used in this Chapter) |
| 10 |
| |
“336A | Mismatches between tax treatment and accounting treatment |
| |
(1) | The Commissioners may make regulations for the purpose of |
| |
altering the way in which the available amount is calculated in a case |
| |
in which an accounts amount in respect of a matter is not equal to the |
| 15 |
tax amount in respect of that matter. |
| |
| |
(a) | the “accounts amount” in respect of a matter is— |
| |
(i) | the amount disclosed in the financial statements of |
| |
the worldwide group in respect of the matter, or |
| 20 |
(ii) | if no amount is so disclosed, nil, and |
| |
(b) | the “tax amount” in respect of a matter is— |
| |
(i) | the amount of the deduction to which a member of |
| |
the worldwide group is entitled under a provision of |
| |
the Corporation Tax Acts in respect of the matter, |
| 25 |
(ii) | if more than one member is entitled to such a |
| |
deduction, the total such deductions, or |
| |
(iii) | if no member is entitled to such a deduction, nil. |
| |
(3) | Regulations under this section may amend any provision of this Part. |
| |
(4) | Regulations under this section may have effect in relation to periods |
| 30 |
of account of the worldwide group beginning on or after the |
| |
beginning of the calendar year in which the regulations are made. |
| |
(5) | Regulations under this section may include provision for the |
| |
worldwide group to elect that the regulations (or any of them)— |
| |
(a) | are not to apply in relation to the group, or |
| 35 |
(b) | are not to apply in relation to periods of account of the |
| |
worldwide group beginning before the date on which the |
| |
| |
Amendments of Chapter 10 (other interpretative provisions) |
| |
29 | In the heading of Chapter 10, for “provisions” substitute “and |
| 40 |
supplementary provisions”. |
| |
30 | In section 339 (meaning of “ultimate parent”), for subsection (1)(b) to (d) |
| |
| |
| |
|
| |
|
| |
|
(i) | a corporate entity that is not a limited liability |
| |
partnership in relation to which section 1273(1) of |
| |
CTA 2009 (limited liability partnerships) applies, or |
| |
(ii) | a relevant non-corporate entity, |
| |
(c) | is not a collective investment scheme or an entity that would |
| 5 |
be a collective investment scheme but for the fact that it is a |
| |
| |
(d) | is not a subsidiary (whether direct or indirect) of an entity |
| |
that meets each of the conditions in paragraphs (a) to (c).” |
| |
31 (1) | Section 345 (meaning of “UK group company” and “relevant group |
| 10 |
company”) is amended as follows. |
| |
(2) | For subsections (2) and (3) substitute— |
| |
“(2) | A company is a “UK group company” if— |
| |
(a) | it is a member of the worldwide group, and |
| |
(b) | it meets conditions A and B. |
| 15 |
(3) | A company is a “relevant group company” if— |
| |
(a) | it is a member of the worldwide group, and |
| |
(b) | it meets conditions A, B and C.” |
| |
(3) | After subsection (4) insert— |
| |
“(4A) | Condition B is that the company is not a securitisation company |
| 20 |
within the meaning of section 83(2) of FA 2005 or section 623 of |
| |
| |
(4) | In subsection (5), for “B” substitute “C”. |
| |
32 | In section 351 (expressions taking their meaning from international |
| |
accounting standards), after subsection (1) insert— |
| 25 |
“(1A) | The definition of “subsidiary” in subsection (1) does not affect the |
| |
meaning of the expression “75% subsidiary” (which is defined in |
| |
section 1154 of CTA 2010).” |
| |
33 | After section 353 (other expressions) insert— |
| |
“353A | Effect of Part on parties to capital market arrangements |
| 30 |
(1) | This section applies in relation to cases in which a company |
| |
| |
(a) | is a party to a capital market arrangement at any time during |
| |
a period of account of the worldwide group, and |
| |
(b) | is subject to a liability to corporation tax for a relevant |
| 35 |
accounting period as a result of the operation of this Part. |
| |
(2) | The Commissioners may by regulations make provision under |
| |
which company A and a company that is a relevant group company |
| |
at any time in the same period of account (“company B”) may jointly |
| |
elect that company B is to take sole responsibility for discharging the |
| 40 |
| |
(3) | Where an election has effect, the liability is treated for all purposes as |
| |
if it were a liability of company B and not of company A. |
| |
(4) | The regulations may include provision about— |
| |
|
| |
|
| |
|
(a) | when an election may be made (which may, in particular, be |
| |
before the accounting period for which the liability arises); |
| |
(b) | circumstances in which HMRC may or must— |
| |
(i) | accept or reject an election, or |
| |
(ii) | terminate the effect of an election that has already |
| 5 |
| |
(c) | the effect of termination by virtue of paragraph (b)(ii); |
| |
(d) | the transfer from company A to company B of liabilities to |
| |
| |
(5) | The provision that may be made by virtue of subsection (4)(b)(i) or |
| 10 |
(ii) includes provision conferring a discretion on HMRC. |
| |
(6) | In this section “capital market arrangement” has the same meaning |
| |
as in section 72B(1) of the Insolvency Act 1986 (see paragraph 1 of |
| |
Schedule 2A to that Act). |
| |
353B | Regulations and orders |
| 15 |
Regulations or orders under this Part may— |
| |
(a) | make different provision for different cases or circumstances, |
| |
(b) | include supplementary, incidental and consequential |
| |
| |
(c) | make transitional provision and savings.” |
| 20 |
Amendment of transitional provision |
| |
34 | In Schedule 9 to TIOPA 2010 (transitionals and savings), in paragraph 32(3) |
| |
(exclusion of certain debits and credits), for “or C” substitute “, C or D”. |
| |
Amendments of index of defined expressions |
| |
35 | In Part 5 of Schedule 11 to TIOPA 2010 (index of defined expressions), insert |
| 25 |
at the appropriate places— |
| |
| “dual resident investing company (in |
| | | | | | | | | | “group securitisation company (in |
| | | | | | | | 30 | | “UK net debt (in Chapter 2 of Part 7) |
| | | | | “worldwide gross debt (in Chapter 2 of |
| | | | | | | | |
|
| |
36 (1) | Part 7 of, and Schedule 9 to, TIOPA 2010 are treated as always having had |
| 35 |
effect subject to the amendments made by this Schedule. |
| |
(2) | Schedule 15 to FA 2009 (which contains provision rewritten in that Part and |
| |
that Schedule and which continues to apply in relation to accounting periods |
| |
ending before 1 April 2010) is treated as always having had effect subject to |
| |
corresponding amendments. |
| 40 |
|
| |
|
| |
|
(3) | The power to make regulations under section 353A of TIOPA 2010 (inserted |
| |
by paragraph 33 above) may only be exercised in relation to liabilities to |
| |
corporation tax falling due and payable on or after the day on which this Act |
| |
| |
Election to defer the application of some of the amendments made by this Schedule |
| 5 |
37 (1) | If an authorised corporate entity makes an election under this paragraph, the |
| |
amendments made by paragraphs 4 and 5(3) and (4) do not have effect in |
| |
relation to any period of account of the worldwide group that begins before |
| |
the day on which this Act is passed. |
| |
| 10 |
(a) | must be signed on behalf of the authorised corporate entity by the |
| |
| |
(b) | must be received by HMRC no later than one year after the end of the |
| |
first period of account of the worldwide group that begins on or after |
| |
1 January 2010 (“the initial period of account”). |
| 15 |
(3) | The following are authorised corporate entities in relation to the worldwide |
| |
| |
(a) | if an appointment under section 276 or 288 of TIOPA 2010 has effect |
| |
in relation to the initial period of account, the company appointed |
| |
| 20 |
(b) | the ultimate UK parent of the worldwide group. |
| |
(4) | The election is irrevocable. |
| |
(5) | In this paragraph “the appropriate person”, in relation to an authorised |
| |
| |
(a) | where the authorised corporate entity is a company, the proper |
| 25 |
officer of the company, or |
| |
(b) | such other person as may for the time being have the express, |
| |
implied or apparent authority of the authorised corporate entity to |
| |
act on its behalf for the purposes of this paragraph. |
| |
(6) | Subsections (3) and (4) of section 108 of TMA 1970 (responsibility of |
| 30 |
company officers: meaning of “proper officer”) apply for the purposes of this |
| |
paragraph as they apply for the purposes of that section. |
| |
(7) | In this paragraph “the ultimate UK parent”, in relation to the worldwide |
| |
group, means an entity that— |
| |
(a) | is a member of the worldwide group, |
| 35 |
(b) | is a corporate entity that is not a limited liability partnership in |
| |
relation to which section 1273(1) of CTA 2009 (limited liability |
| |
| |
(c) | is not a collective investment scheme or an entity that would be a |
| |
collective investment scheme but for the fact that it is a body |
| 40 |
| |
(d) | is resident in the United Kingdom, and |
| |
(e) | is not a subsidiary (whether direct or indirect) of an entity that meets |
| |
each of the conditions in paragraphs (a) to (d). |
| |
(8) | The following expressions have the same meaning in this paragraph as they |
| 45 |
have in Part 7 of TIOPA 2010— |
| |
|
| |
|
| |
|
“collective investment scheme”; |
| |
| |
“period of account of the worldwide group”; |
| |
| |
| 5 |
| |
| |
Consortium claims for group relief |
| |
| |
1 | Chapter 4 of Part 5 of CTA 2010 (claims for group relief) is amended as |
| |
| 10 |
Ability to claim group relief where link company established in the EEA |
| |
2 | In section 129 (overview of Chapter), in subsection (2), for “Sections 130 to |
| |
134” substitute “Sections 130 to 134A”. |
| |
3 | In section 130(2) (group relief claims on amounts surrenderable under |
| |
Chapter 2), in Requirement 3— |
| 15 |
(a) | in paragraph (c), for “section 133(1), (3) and (4)” substitute “section |
| |
133(1) and (3) to (8)”, and |
| |
(b) | in paragraph (d), for “section 133(2), (3) and (4)” substitute “section |
| |
| |
4 (1) | Section 133 (conditions to be met for consortium claims for group relief) is |
| 20 |
| |
| |
(a) | omit the “and” at the end of paragraph (e), and |
| |
(b) | for paragraph (f) substitute— |
| |
“(f) | the surrendering company and the claimant company |
| 25 |
| |
(g) | the link company is UK related or established in the |
| |
| |
| |
(a) | omit the “and” at the end of paragraph (e), and |
| 30 |
(b) | for paragraph (f) substitute— |
| |
“(f) | the surrendering company and the claimant company |
| |
| |
(g) | the link company is UK related or established in the |
| |
| 35 |
(4) | After subsection (4) insert— |
| |
“(5) | Subsection (6) applies where the link company— |
| |
(a) | is established in the EEA, but |
| |
| |
|
| |
|