Tax & Incorporation Flashcards
How much is corporation tax?
19%
What is the liability of a partnership for income tax?
Each partner is personally liable for the income tax on their share of the partnership profits.
What is the liability of a partnership for CGT tax?
Each partner is treated as owning a fractional share of the asset (based on the PSR or equal). They will be taxed on this share of a gain.
How do partnerships submit tax returns?
Partners submit their own individual tax returns containing all income received from the partnership (as well as other income sources).
When does a company’s new name become effective?
When the new certificate of incorporation on name change is issued by the Registrar.
What constitutional documents does an LLP need?
No constitutional documents are legally needed, but in practice it will need a Member’s Agreement.
What constitutional documents does a company need?
CA 1985 - a memorandum and articles of association.
CA 2006 - articles of association. Memorandum not needed for constitution but is required to register at CH.
Which articles must comply with minimum provisions of CA 2006?
Provisions on removing directors cannot be made more onerous than requiring an OR. The right to demand a poll vote at a cannot be overridden in the articles.
What documents does an LLP need to file at CH on incorporation?
Form LL IN01 with relevant fee.
Which documents does a company being incorporated from scratch need to file with CH?
- Copy of company’s memorandum.
- Articles if company does not intend to use MA.
- Form IN01 and relevant fee.
Which documents does a company being incorporated via a shelf company conversation need to file with CH?
- Name change will need SR of shareholders - copy of this will need to be filed with Form NM01.
- Change of registered office (approved by BR) using form AD01.
- Copies of any special resolutions if Articles have been changed.
- The new members, directors etc. so they can be entered on the register of members. (Change can be approved by BR).
When must CGT be paid?
On or before 31 January following the tax year in which the disposal occurs.
What is a close company?
A company will be a close company if it is under the control of:
1. Five or fewer participators; or
2. Any number of participators who are also directors.
Control = more than 50% voting rights or share capital
Will not be a close company if:
1. Shares are on a recognised stock exchange; or
2. It is controlled by a non-close company, which is one of the participators.
