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HMRC internal manual

Senior Accounting Officer Guidance

From
HM Revenue & Customs
Updated
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What is a qualifying company: conditions for a qualifying company: companies in a group that do not have the same financial year end

Where

  • a responsible officer of a company needs to aggregate that company’s turnover or balance sheet total figures with one or more companies within the same group, and
  • one or more of those companies do not have the same financial year end

the responsible company officer must aggregate the figures for the appropriate financial years.

The responsible officer must establish which companies were within the same group as the company in question at the end of the preceding financial year of the company in question. They must then aggregate the turnover/ balance sheet total of the company in question for its preceding year with the turnover/ balance sheet total of the other company or other companies for the financial year ending last before the end of the preceding financial year of the company in question.

Example 1: Two companies

Company A’s financial year end is 31 December. Company B’s financial year end is 31 January. It is now February 2016.

Company A

A responsible officer of company A is considering whether it is a qualifying company for the year ended 31 December 2016.

The company is incorporated in the UK in accordance with Companies Act 2006 in the year. The officer looks at whether company A meets the turnover and/or balance sheet condition for the preceding year.

Company A’s preceding financial year ended on 31 December 2015. The responsible officer of Company A establishes that on 31 December 2015 Company B was a member of the same group, see SAOG11240 and SAOG11270. As the financial years of the two companies do not end at the same time, the officer needs to aggregate

  • Company A’s turnover and/or balance sheet total for the financial year ended 31 December 2015 and
  • Company B’s turnover and/or balance sheet total for the financial year ending last before the end of the preceding financial year of company A. In this example, the financial year of company B that ended before 31 December 2015 (company A’s preceding year end) was the financial year ended 31 January 2015.

Company B

At the same time (February 2016) a responsible officer of company B is considering whether it is a qualifying company for the year ended 31 January 2017.

The company is incorporated in the UK in accordance with Companies Act 2006 in the year. The officer looks at whether company B meets the turnover and/or balance sheet total condition for the preceding year.

Company B’s preceding financial year ended on 31 January 2016. The responsible officer of Company B establishes that on 31 January 2016 Company A was a member of the same group, see SAOG11240 and SAOG11270. As the financial years of the two companies do not end at the same time, the officer needs to aggregate

  • Company B’s turnover and/or balance sheet total for the financial year ended 31 January 2016 and
  • Company A’s turnover and/ or balance sheet total for the financial year ending last before the end of the preceding financial year of company B. In this example, the financial year of company A that ended before 31 January 2016 (company B’s preceding year end) was the financial year ended 31 December 2015.

Example 2: More than two companies

The financial year end dates for three companies are

  • Company A - 30 September
  • Company B - 31 October
  • Company C - 31 December.

Company A

The responsible officer of company A is considering whether it is a qualifying company for the year ended 30 September 2015. They establish that on 30 September 2014 companies B and C were in the same group, see SAOG11240 and SAOG11270.

Firstly they look at company A’s turnover and balance sheet assets for the financial year ended 30 September 2014. The turnover is £120 million and the balance sheet assets total to £300 million. So by itself company A does not have the necessary turnover or balance sheet total to be a qualifying company.

However, the responsible officer now needs to aggregate company A’s figures with those of companies B and C. Company B has a turnover of £35 million and balance sheet total of £180 million for its financial year ended 31 October 2013. Company C has a turnover of £40 million and balance sheet total of £400 million for its financial year ended 31 December 2013.

These are the latest financial years of companies B and C which end before the end of the preceding financial year of company A (30 September 2014). The balance sheet total aggregate is only £880 million and so insufficient. So is the aggregate turnover of £195 million. Therefore company A is not a qualifying company for the year ended 30 September 2015.

Company B

The responsible officer of company B is considering whether it is a qualifying company for the year ended 31 October 2015. They establish that at 31 October 2014 companies A and C were in the same group, see SAOG11240 and SAOG11270.

Firstly they look at company B’s turnover and balance sheet assets for the financial year ended 31 October 2014. The turnover is £50 million and the balance sheet assets total £200 million. So by itself company B does not have the necessary turnover or balance sheet total to be a qualifying company.

However, the responsible officer now needs to aggregate company B’s figures with those of companies A and C. Company A has a turnover of £120 million and balance sheet total of £300 million for its financial year ended 30 September 2014. Company C has a turnover of £40 million and balance sheet total of £400 million for its financial year ended 31 December 2013.

These are the latest financial years of companies A and C which end before the end of the preceding financial year of company B (31 October 2014). The balance sheet total aggregate is only £900 million and so insufficient but the aggregate turnover is £210 million. Therefore company B is a qualifying company for the year ended 31 October 2015.

Company C

The responsible officer of company C is considering whether it is a qualifying company for the year ended 31 December 2015. They establish that at 31 December 2014 companies A and B were in the same group, see SAOG11240 and SAOG11270.

Firstly they look at company C’s turnover and balance sheet assets for the financial year ended 31 December 2014. The turnover is £45 million and the balance sheet assets total to £500 million. So by itself company C does not have the necessary turnover or balance sheet total to be a qualifying company.

However, the responsible officer now needs to aggregate company C’s figures with those of companies A and B. Company A has a turnover of £120 million and balance sheet total of £300 million for its financial year ended 30 September 2014. Company B has a turnover of £50 million and balance sheet total of £200 million for its financial year ended 31 October 2014.

These are the latest financial years of companies A and B which end before the end of the preceding financial year of company C (31 December 2014). The balance sheet total aggregate is only £1 billion and so insufficient. However, the aggregate turnover is £215 million. Therefore company C is a qualifying company for the year ended 31 December 2015.

This example shows that whilst A, B and C may be group companies it cannot be assumed that if one is a qualifying company then all the group companies within that grouping will be. This example shows B and C being qualifying companies on the basis of the aggregation of turnover but in other cases it may be the aggregation of balance sheet assets which causes a company to qualify.

FA09/SCH46/PARA15 (5)