Corporation Tax Act 2009 section 1004

Groups, consortiums and commercial associations of companies

Section 1004 defines what constitutes a group of companies, a consortium, and a commercial association of companies for the purposes of the rules on employee share acquisitions.

• Two companies form a group if one is a 51% subsidiary of the other, or both are 51% subsidiaries of a third company, and a group transfer is a transfer of business between group members
• A company is owned by a consortium where five or fewer companies between them beneficially own at least 75% of its ordinary share capital, with each owning at least 10%
• Where consortium shareholdings are held by members of a group, they are treated as held by a single company, but any group member that actually owns some shares in the consortium company is individually treated as a consortium member
• A commercial association of companies means a company together with its associated companies whose businesses, taken together, can reasonably be considered a single composite undertaking