Group Structure

kennyb3

Thoughts on whether this constitutes a group:

3 couples, lets call them A+B, C+D, E+F. All husband and wife. Not related to each other.

Each own a holding company. 50% for husband, 50% for wife.

Each of the companies owned by A+B, C+D and E+F own 33.33% of another company.

- so old holding company doesn't hold 50% or more .

Thoughts?

Valetta

kennyb3 wrote: »

Thoughts on whether this constitutes a group:

3 couples, lets call them A+B, C+D, E+F. All husband and wife. Not related to each other.

Each own a holding company. 50% for husband, 50% for wife.

Each of A+B, C+D and E+F own 33.33% of another company.

- so old holding company doesn't hold 50% or more .

Thoughts?

I presume, where I have bolded, that you mean "each of the companies owned by A+B, C+D etc. own 33% of another company?

I would say it definitley is not a group, as the "other" company does not have a 50%+ shareholder.

kennyb3

Valetta wrote: »

I presume, where I have bolded, that you mean "each of the companies owned by A+B, C+D etc. own 33% of another company?

Yes - sorry thats what i meant

Valetta wrote: »

I would say it definitley is not a group, as the "other" company does not have a 50%+ shareholder.

Thanks

kennyb3

...

Valetta

Unfortunately this is now getting well beyond my expertise, such as it is.

I would be reluctant to give an opinion that could well be wrong.

Perhaps there are some others here that would be more competent.

Sorry.

dbran

No

The group structure has not changed. Only the shareholding of the holding companies has changed. Presumably each holding company still only has a 33.3% holding in the subsidiary (or rather its associate company).

Company is still audit exempt although you will need to ensure the related party/control is adequately disclosed.

Best regards

dbran

smeharg

For tax purposes it could be a consortium (provided other requirements are met) allowing the tax benefits of a group structure to be available.

The meaning of subsidiary for audit exemption is quite wide. The tests include a control test, so although one company may not hold more than 50% of the voting shares it may still be possible for one of the holding companies to have overall control. If that was the case then audit exemption might not be available.

Alan Shore

Ok say A & B own AB LTD and C & D own CD LTD. AB LTD & CD LTD own 50% each in EF LTD. No special powers attaching to shares.

Audit exemption available?

A & B are individuals and not connected to C & D who are also individuals.

dbran

Yes

Its not a group as neither company has control.

Regards

dbran