1. How to increase your value and sell your business Mike Cooper Tax Partner

2. Overview of Pre-Sale Tax Planning Share v Asset sale ER Share options Property Structuring R&D tax relief Capital allowances Losses Tax Reliefs Freezing pay Pensions/dividends Share Capital Reduction Extracting Funds

3. Asset sale Double taxation 28% - 51% Share saleSingle taxation CGT @10% - 28% Share v Asset Sale

4. Securing the 10% Tax Rate!  Entrepreneurs’ Relief (ER) reduces the capital gains tax rate down to 10%. The main qualifying conditions are: Maximum individual lifetime entitlement to ER of £10 million! Share options – way around the 5% rule? Trading Company 10% TAX RATE All conditions satisfied for ≥12 months Employee or officer 5% shares & voting rights

5. Structuring – Property or Investments Property AND Trade Property Trade Holding Company Property Trade Shareholders Property ring-fenced against commercial risk Can sell property or trade Most tax efficient Cheapest to implement Shareholders

6. R&D Tax Relief – ‘Imagination is your only constraint…’  If you qualify UK companies can either:  reduce CT liabilities; or  generate a cash refund (for loss making SMEs) Product or service Internal Software Development Subcontractor Processes R&D

7. Extracting Funds Pre-sale Excessive cash balances? Executive pay/ dividend freezes Share capital Reduction Pension fund contributions Husband/ wife/ adult-children planning Bonuses/dividends

8. Sale process Heads of agreement Split of consideration Cash Shares Loan notes  Due diligence support  Tax clearances  Sale and purchase agreement – tax warranties etc.

9. Post sale – compliance and planning Tax shelters/ wealth management Tax returns and post transaction rulings Inheritance tax 2 year rule for BPR 7 year rule to get assets out of taxable estate Investment planning Pension planning Emigration Capital gains tax EIS investments (IT/ CGT/ IHT benefits) Interaction with Entrepreneur Relief

10. Mike Cooper Head of Tax e: mcooper@cvdfk.com m: 07976 709 910mcooper@cvdfk.com Mike Cooper Head of Tax e: mcooper@cvdfk.com m: 07976 709 910mcooper@cvdfk.com @CVDFK /ChantreyVellacottDFK /CVDFK Key Contact Your nearest office