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HMRC internal manual

Company Taxation Manual

Distributions: purchase of own shares: legal costs

The legal costs a company incurs in a purchase of own shares are generally disallowable in computing the company’s trading income. This is on the grounds that they are:

  • capital expenditure in respect of the company’s share capital,


  • within CTA09/S53.

The expenditure is also likely to fail the wholly and exclusively test under CTA09/S54.

For relevant case law references concerning relief for costs of share capital reorganisations and reconstructions see CTM17320.