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Deferred consideration, loan notes and QCBs

Shareholders selling for deferred consideration in the form of loan notes historically may have taken QCBs. Aaron Fairhurst considers whether there position has changed following F(No 2)A 2010.

On 22 June as part of the Government’s emergency Budget the Chancellor announced various changes to the CGT regime. The headline changes which were the subject of much speculation before the Budget were the increase in the top rate of CGT from 18% to 28% and the increase in the lifetime limit for entrepreneurs’ relief from £2 million to £5 million.

However two further changes tucked away in the Finance Act and which may have been seen as purely consequential changes could have fairly wide-reaching implications for any individual sellers of companies who are considering accepting or have accepted loan notes by way of deferred consideration.

Entrepreneurs' relief

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