Article 5 VAT (Special Provisions) Order 1995: Has there been the transfer of a business or just a sale of assets?: factors to consider
The following factors are likely to be relevant in your decision. This is not a definitive list nor should it be taken as a check list but, using the general principles outlined in Kenmir (VCON3515), you should consider the following points:
- goodwill (VTOGC3525);
- the business name (VTOGC3530);
- customer lists (VTOGC3535);
- the transfer of contracts (VTOGC3540);
- stock (VTOGC3545);
- plant and equipment (VTOGC3550);
- premises (VTOGC3555);
- staff (VTOGC3560);
- restrictive covenant (VTOGC3565);
- the contract of sale (VTOGC3570);
- what the parties concerned thought was being sold and bought - consensus (VTOGC3575);
- the way the business has been advertised for sale (VTOGC3580).
You should always remember that you need to weigh up all the individual factors of a case before arriving at your decision. Different factors will be more important depending upon the type of business being transferred. It is not possible to say that the presence or absence of a particular factor means that a transaction is or is not a TOGC.