CTM36130 | Particular topics: company winding up etc.: distributions
From HM Revenue & Customs · Company Taxation Manual
If a company is being wound up, there can be no distributions in respect of share capital – although there can still be distributions in respect of the folowing items:
| Securities | |
| Certain transfers of assets and liabilities between a company and its members | |
| Shares where the ‘phoenixism’ TAAR applies | onwards |
| The provision of benefits to a participator or an associate of a participator under , in the case of a close company. | onwards |
But the normal pro rata distribution of the net assets of a company (or their realisation proceeds) to shareholders in a winding-up is not a distribution within , even though the net assets may well include accumulated net profits of the company – . This type of distribution is instead a 'capital distribution' for the purposes of , see onwards.
The term ‘winding up' in is not an exclusive reference to winding up under UK company law, although any process under foreign law must be of analogous character. (This content has been withheld because of exemptions in the Freedom of Information Act 2000)