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About us

Demerger specialists, from the team behind Transaction Tax Partners.

Demerger Tax is the specialist demerger practice of the team behind Transaction Tax Partners (opens in a new tab). We help UK owners split companies and groups, led by a Chartered Tax Adviser with a Big 4-trained team.

Our approach

One senior adviser throughout

The adviser you meet is the adviser who designs your demerger and deals with HMRC. You won't be passed between departments.

Clearance first

Most demergers depend on HMRC clearance. We put the applications in place before any step is taken, so you know where you stand.

The order of the steps

Reliefs depend on the sequence of share exchanges, transfers and resolutions. We design that order and keep your lawyers and accountants working from one plan.

Our story

Demergers deserve a specialist. Separating property from a trading business, letting shareholders go their separate ways, or tidying a group before a sale can usually be done without an immediate tax charge. But only if the right route is chosen and the conditions are met.

The team behind Transaction Tax Partners (opens in a new tab) found that demergers were a growing share of its work, and that owners often struggled to find advice focused on them. So we set up Demerger Tax to do one thing well.

Over 15+ years, the team has helped separate £100m+ of assets, in groups up to £40m. We have made more than 50 HMRC clearance applications, and 100% of the clearances we applied for were obtained.

We advise UK companies, their shareholders, and the accountants and lawyers who look after them.

Qualifications

A qualified team

Advice is led by a Chartered Tax Adviser (CTA). The wider team is Big 4-trained, and includes Chartered Accountants qualified with the ICAEW and the ACCA.

  • Chartered Tax Adviser

FAQs

Frequently asked questions

Who is behind Demerger Tax?

Demerger Tax is the specialist demerger practice of the team behind Transaction Tax Partners, our M&A tax practice. We set it up because demergers are a distinct piece of work, with their own reliefs, company law steps and HMRC clearances. Demerger Tax is a trading name of ASWATAX LTD, a UK company. Advice is led by a Chartered Tax Adviser, with a Big 4-trained team.

How is Demerger Tax connected to Transaction Tax Partners?

They are run by the same team. Transaction Tax Partners advises on the tax side of buying, selling and restructuring businesses. Demerger Tax focuses only on splitting companies and groups. If your demerger is part of a wider plan, such as a sale of one of the businesses afterwards, the same team can help with both, so nothing gets lost between advisers.

What experience does your team have with demergers?

The team has more than 15 years' experience and has helped separate more than £100m of assets. We have made over 50 HMRC clearance applications, and 100% of the clearances we applied for were obtained. Our work covers groups up to £40m, including property and trading separations, shareholder splits and reorganisations before a sale.

What qualifications does your team have?

Advice is led by a Chartered Tax Adviser (CTA), the senior professional qualification of the Chartered Institute of Taxation. The wider team is Big 4-trained, and includes Chartered Accountants qualified with the ICAEW and the ACCA. That mix matters on a demerger, which needs both tax technical work and a firm grasp of company accounts and distributable reserves.

Why use a specialist for a demerger rather than my usual accountant?

A demerger touches capital gains tax, corporation tax, income tax, stamp duty and SDLT at once, and each relief has its own conditions and anti-avoidance rules. It also needs company law steps in the right order and, usually, HMRC clearance first. Many accountants handle the annual work well and bring in a specialist for this one-off project, keeping the client relationship themselves.

Do you only advise on demergers?

Through Demerger Tax, yes. We advise on demergers and the reorganisations that go with them, such as inserting a holding company, moving property between companies and splitting a group between shareholders. For a sale or acquisition afterwards, the team behind Transaction Tax Partners can help. We don't prepare accounts, carry out audits or give legal advice.

What sizes of business do you work with?

Mostly owner-managed UK groups worth roughly £1m to £50m, including family companies, property-rich trading businesses and groups with several shareholders. Our largest demerger so far involved a group of around £40m. If your business is smaller or larger, get in touch anyway and we'll tell you honestly whether we're the right fit.

What kinds of demerger do you handle?

All the main UK routes: capital reduction demergers, liquidation (section 110) demergers, statutory demergers under the Corporation Tax Act 2010, and partition demergers that split a group between shareholders. Most also involve a new holding company first. The right route depends on the facts, so we compare the options before recommending one.

Do you deal with HMRC on my behalf?

Yes. We prepare and submit the clearance applications a demerger usually needs, answer HMRC's questions and keep you informed while they consider them. We aim to get clearances in place before any step is taken. After the demerger, we can also help with the returns, stamp duty filings and SDLT relief claims that follow.

Where are you based?

Our registered office is at 124 City Road, London EC1V 2NX. We advise companies and their shareholders across the UK. Most of the work is done by video call, phone and email, which suits busy owners and fits around the timetable of your lawyers and accountants. If a meeting in person would help at a key stage, just ask.

Do you work with my existing lawyer and accountant?

Yes, and we prefer to. Your lawyer usually drafts the resolutions, transfers and liquidation or capital reduction documents, and your accountant prepares the accounts and reserves figures. We lead on the tax design and clearances and coordinate the order of steps, so everyone works from one plan. If you don't have a corporate lawyer, we can suggest how to find one.

How quickly do you respond?

We respond the same working day. Demergers often have a deadline behind them, such as a buyer waiting, a shareholder who wants to leave or a refinancing. Tell us the date that matters and we'll plan the clearance applications and company law steps around it. That applies from the first enquiry right through to the final filings after the demerger.

Will I deal with a senior adviser?

Yes. The adviser you speak to first is the adviser who works on your demerger. You won't be handed to a junior team or passed between departments. That continuity matters because demerger advice depends on understanding the history of your companies and what each shareholder wants. Advice is led by a Chartered Tax Adviser throughout, from design to clearance to implementation.

Can you guarantee a demerger will be tax-free?

No adviser can honestly guarantee that. Many demergers can be carried out without an immediate tax charge where the conditions for the reliefs are met and HMRC has given clearance. Our job is to check those conditions carefully, design the steps to meet them and tell you plainly about any tax that can't be avoided.

Are you regulated?

Demerger Tax is a trading name of ASWATAX LTD, a limited company registered in England and Wales. ASWATAX LTD is registered with the Chartered Institute of Taxation as Chartered Tax Advisers and for the purposes of anti-money laundering legislation. We'll ask for identity documents before starting work, as the money laundering rules require.

Planning to split your company?

A confidential first conversation with a senior adviser, with no obligation. We respond the same working day.

Or write to taxadvisory@aswatax.co.uk

Chartered Tax Adviser
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