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HMRC internal manual

Capital Gains Manual

Charge on shareholders in non-resident companies: gains made by non-resident companies


If a company is not resident in the UK and is not carrying on a trade in the UK through a permanent establishment there is normally no occasion of charge to Capital Gains Tax when it disposes of an asset or otherwise realises a gain. However there can be an occasion of charge in certain circumstances for some other person who is resident or ordinarily resident* in the United Kingdom.

The general conditions are that

  • a gain accrues to a non-resident company
  • the non-resident company would be a close company if it was resident in the UK
  • a person resident or ordinarily resident* in the UK is a direct or indirect participator in the company.

If the necessary conditions are satisfied then there is an occasion of charge for the person resident or ordinarily resident* in the UK when the company realises the gain. Subject to certain exemptions, an appropriate part of the gain is assessable on that person. See CG57200+ for further details.

  • For 2013/14 and subsequent years ordinary residence does not need to be considered.