Section 140GA | Disapplication of sections 24 and 122 where subsidiary merges with its parent

Sections 24 and 122 do not apply if—^F1

(a)a merger is effected by the transfer by a company (“the transferor company”) of all of its assets and liabilities to a single company that holds the whole of the ordinary share capital in the transferor company,^F1

(b)each merging company is resident in a relevant state,^F1F2

(c)the merging companies are not all resident in the same relevant state,^F1F3

(d)section 139 does not apply in relation to the transfer, and^F1

(e)in the course of the merger the transferor company ceases to exist without being in liquidation (within the meaning given by section 247 of the Insolvency Act 1986 (c. 55).^F1