You are here

Wood v Holden (HMIT) [2006] EWCA Civ 26

In seeking to determine where central management and control of a company incorporated outside the UK lay, it was essential to recognise the distinction between cases where management and control of the company was exercised through its own constitutional organs (the board of directors or the general meeting) and cases where the functions of those constitutional organs had been usurped in the sense that management and control was exercised independently of, or without regard to, those constitutional organs.

3 February 2006

The Revenue appealed against a decision allowing an appeal by a husband and wife (W) against the special commissioners’ dismissal of their appeal against amended assessments to capital gains tax. W had been assessed to tax under s 13 Taxation of Chargeable Gains Act 1992 on gains said to have accrued on a disposal of shares. The relevant disposal was the sale of the shares by C, a company registered in the British Virgin Islands, to E, a subsidiary company, registered in the Netherlands. The Revenue’s case was that C was not resident in the UK, but that E was, with the result that C and E together were not non-resident members of a non-resident group of companies within s 14(2) of the 1992 Act, so that the disposal of shares was not within s 171(1) of the 1992 Act, which provided that there should be no gain or loss on intra-group transactions. The special commissioners dismissed W’s appeal against the assessments holding that E was not non-resident. On appeal, the judge held ...

Want to read on?

This article is part of our subscription-based access. Please pick one of the options below to continue.

Already registered? Login to access premium content

SUBSCRIBE for one User

Unlimited access to the entire SJ website for a full year for one user.

  • 10 issues a year delivered to you
  • Digital edition of the magazine for one user – sent to your inbox or accessible through the website
  • Access to premium content on the website
  • Access to the fully searchable online archive of Solicitors Journal, Managing Partner and Private Client Adviser, which spans over 13 years
  • Weekly email newsletter with all the latest news, analysis and features
  • Comment on SJ content and contribute to the SJ community online
  • Advanced search feature
  • Online support
  • Access to SJ app compatible with Android and Apple devices – coming soon!
  • 6 special focuses per year
  • Special offers and discounts on Solicitors Journal and IICJ events

Subscribe

CORPORATE SUBSCRIPTION

Your department or entire firm can subscribe to Solicitors Journal online, providing easy access for all who require it. Discount corporate subscription rates apply, based on number of users.

The Corporate IP Licence includes:

  • Digital copy of the magazine sent to individuals’ inboxes and accessible through the website. Solicitors Journal publishes 10 issues per year
  • Unlimited access to premium content on the website based on IP addresses
  • Unlimited access to the fully searchable online archive of Solicitors Journal, Managing Partner and Private Client Adviser, which spans over 13 years
  • Weekly email newsletter with all the latest news, analysis and features
  • Comment on SJ content and contribute to the SJ community online (username required)
  • Unlimited access to SJ app compatible with Android and Apple devices
  • 6 special focuses per year
  • Special offers and discounts on Solicitors Journal and IICJ events

The Corporate IP Licence is tailored to your firm, making it the most cost effective way for the firm to access Solicitors Journal, and enables the firm to remain compliant with copyright and our Terms and Conditions. This gives you the ability to print and circulate articles within the firm.

To enquire about a Corporate IP Licence for your firm, please contact our Subscriptions Manager on emily.beechey@solicitorsjournal.com.