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Purchase of own shares: securing capital treatment

A company can purchase its own shares, but the basic principle is that any amount paid in excess of the capital subscribed for the shares is taxed as a distribution. However, as Paula Tallon and Paul Howard explain, where a number of conditions are satisfied, capital gains tax treatment can be obtained for the shareholder.

A purchase of own shares is a convenient way of buying out a shareholder without the need for a more complex share reorganisation or reconstruction. For tax purposes a purchase of own shares in excess of the capital subscribed for those shares is treated as a distribution under CTA 2010 s 1000(1)B and subject to income tax at the dividend ordinary rate upper rate or additional rate according to the individual’s personal circumstances. See Example 1.

However where a number of...

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