Miller and Hardy on Company Reorganisations

Miller and Hardy on Company Reorganisations (previously Taxation of Company Reorganisations) is one of the leading commentaries in the UK on dealing with all aspects of reorganising and restructuring a company.

Readers will benefit from the practical expertise of the authors, led by Pete Miller of Jerroms Miller and George Hardy and Fehzaan Ismail both of Ernst and Young, gained in the course of over 50 years of practical experience dealing with corporate tax transactions for clients all sizes.

The book contains expert guidance on a variety of topics, from the reduction of capital rules, and interaction with substantial shareholding exemption, to qualifying corporate bonds (QCBs), reconstruction reliefs, and UK and cross-border mergers. The commentary includes analysis of key cases and is supported by a series of easy to follow diagrams and flowcharts to support key points.

The new edition brings the commentary up to date with recent Finance Acts including new provisions relating to share exchanges involving non-UK incorporated close companies introduced in Finance (No.2) Act 2023 ; and relevant new guidance from HMRC including the unallowable purpose rules.

A number of important new cases are also discussed, including the following:

- Euromoney Institutional Investor PLC (FT): Anti-avoidance on exchange of shares
- Gallaher (various including UT and CJEU): intra-group transactions and EU law
- Kavanagh (FT): Holding shares on trust
- Blackrock (UTT): deductability of interest on a intra-group loan
- Oxford Instruments (FTT), and Kwik Fit Group Ltd (UT): unallowable purpose test
- Altrad Services (UT): disclosed avoidance scheme
- M Group Holdings (FTT): substantial shareholding exemptions