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HMRC internal manual

Company Taxation Manual

Shadow ACT: unrelieved surplus: change of ownership of company

Regulation 17 is modelled on ICTA88/S245A and follows the same approach.


  • there is a change in the ownership of the company,
  • an amount of unrelieved surplus ACT which was surrendered to the company, and
  • within the period of six years beginning three years before the change, there is a major change in the nature or conduct of a trade or business of the company that surrendered the amount,

set off is denied for any accounting period ending after the change of ownership. The accounting period in which it occurs is treated as if the part ending with the change of ownership, and the part thereafter, were two separate accounting periods.