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How to incorporate an existing business

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This episode looks at how to incorporate a sole trader or partnership


The guest is Nick Wright of Jerroms Miller a leading UK specialist in taxation. Nick is a published tax author in publications including Taxation. Nick can be contacted for consultancy at or Nick has extra notes to support this episode - email Nick and he will send through


Nick Wright
Nick Wright

o    Nick Wright ACA CTA

o    0121 693 5000



This is the first episode of two covering incorporation relief and procedures. In this episode we look at


·         S162 relief

·         The incorporation procedure and which assets must be transferred

·         The issues arising from goodwill

·         Tax treatment of director’s loans

·         D32 concession and why it is important

·         Gift relief

·         Dealing with a retiring partner

·         The closing year considerations



The detailed content and timing

3:46      Extra notes for episode

4:38      Overview of incorporation process

5:47      Understand the business

6:55      s162 Incorporation relief

7:36      Do you have to incorporate into a new company?

9:01      How to split the consideration

12:52    DLA and capital losses

13:30    Cash balances

16:12    Tax planning for the timing of the transfer

16:56    162 procedures

18:27    Goodwill and director's loan accounts

19:35    What you have to do with goodwill

20:10    D32 concession and practical examples

23:02    Do we transfer partners in same ratios as in the partnership

25:35    Disapplying s162

26:40    The possible role of gift relief

29:54    Investments

32:48    Role of subsidiary companies

33:02    The closing year computation

36:00    How to contact Nick

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