Finance Act 2012

Being a UK REIT: conditions for company - trading of shares on recognised stock exchange

20Before section 574 insert—

“573BNotice under section 572: further condition relating to shares not met

(1)In the case of a group UK REIT, an officer of Revenue and Customs may give a notice under section 572(1) if—

(a)the condition in section 528A (further condition relating to shares) would not be met in relation to an accounting period (“the relevant accounting period”) but for section 528B, and

(b)subsection (2) applies to a company which is a member of the group at any time during the relevant accounting period.

(2)This subsection applies to a company if it has benefited from the relaxation of the condition in section 528A in relation to 3 or more accounting periods (apart from the relevant accounting period).

(3)In the case of a company UK REIT, an officer of Revenue and Customs may give a notice under section 572(1) if—

(a)the condition in section 528A (further condition relating to shares) would not be met in relation to an accounting period (“the relevant accounting period”) but for section 528B, and

(b)the company has benefited from the relaxation of the condition in section 528A in relation to 3 or more accounting periods (apart from the relevant accounting period).

(4)For the purposes of this section a company benefits from the relaxation of the condition in section 528A if—

(a)it is a member of a group UK REIT at any time during an accounting period in relation to which the condition in section 528A would not be met but for section 528B, or

(b)at any time it is a company UK REIT and the condition in section 528A would not be met in relation to an accounting period but for section 528B,

and the accounting period “in relation to” which the company benefits from the relaxation of the condition in section 528A is the accounting period mentioned in paragraph (a) or (b) (as the case may be).

(5)None of subsections (1)(a), (3)(a), (4)(a) and (4)(b) covers cases in which the condition in section 528A would not be met as a result of—

(a)the principal company of a group UK REIT becoming a member of another group UK REIT, or

(b)a company UK REIT becoming a member of a group UK REIT.

(6)Subsection (7) applies if—

(a)a company ceases to carry on a business (“the transferred business”) which it carried on at any time during an accounting period in relation to which the company benefits from the relaxation of the condition in section 528A, and

(b)another company (“company X”) begins to carry on the transferred business.

In paragraph (a) the reference to a business includes a part of a business.

(7)The following companies are to be taken to benefit from the relaxation of the condition in section 528A in relation to the accounting period in question—

(a)company X, and

(b)if company X subsequently ceases to carry on the transferred business (or any part of it), any other companies which from time to time carry on the transferred business (or any part of it).

(8)If a notice is given under section 572(1) in a case within this section, subsection (9) applies instead of section 572(4)(a).

(9)The group or company (as the case may be) is to be taken to have ceased to be a UK REIT on—

(a)the first day of accounting period 1, or

(b)such later day as may be specified by the officer of Revenue and Customs in the notice.”