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HMRC internal manual

Capital Gains Manual

Effect of disincorporation relief: qualifying assets

TCGA92/S162B & S162C

There are two classes of qualifying asset:

  • goodwill
  • an interest in land (unless held as trading stock).


Goodwill may fall to be treated under the FA2002 rules on corporate intangibles. Guidance on this can be found in the CIRD manual at CIRD43000+.

Goodwill held by corporate businesses on 31 March 2002 will generally be taxed under the CG rules explained in this Manual. See the guidance at CG68000+.


Land, or an interest in land, held as trading stock is excluded from the definition of qualifying asset because a profit on its disposal by the company would fall to be taxed as a trading profit rather than generating a capital gain.