Profit Extraction and Succession Planning in OMBs

OMBs training covers two main elements:

Part 1 - Profit extraction

• Optimum mix of salary/interest/dividends
  • Impact of recent tax rises and employee NICs cuts
• Disincorporation
  • The practical and tax issues
• Use of directors’ loan accounts
  • Tax and other practical implications
• Alphabet shares, including a case study
• Dividend waivers
  • Tax and practical issues
• Using a capital reduction to produce distributable reserves
• FA 2016 anti-avoidance on company liquidations

 Part 2 - Succession planning

• Share buy-backs
  • Case study in the context of succession planning
• Spreading shares around a family – CGT tips and traps
• Pre-death planning in family companies  
• Use of trusts of family company shares
• When Business Property Relief (BPR) is not available to mitigate IHT
• Restrictions on BPR from April 2026, announced in the October 2024 Budget
• The IHT problems with cash-rich companies
• Use of ‘freezer’ shares and ‘money box’ companies
• Demergers (statutory/liquidation/capital reduction)
  • Case study on using a capital reduction demerger to demerge property from a trading company
• The importance of obtaining ‘clearance’ before undertaking a transaction
  • Case study - Comparison of a buy-out with a share buy-back when passing a company on to children

Our trainer is a Chartered Accountant who qualified with PwC in 1988, spending his last 18 months there in the Corporation Tax department. In 1989 he joined a leading financial training company as a tax tutor. Since 1992, he has been self-employed as a Professional Tutor and Training Consultant, specialising in tax update courses for accountants, lawyers and investment managers.

Our trainer speaks at conferences of various professional bodies, including the CIOT, and writes regularly for Tax Insider.

This course will make delegates aware of:

• The advantages and drawbacks of the different ways of extracting profits from private companies, including the impact of
  • dividend tax rises in 2022;
  • corporation tax rises in 2023;
  • employee National Insurance Contributions (NICs) cuts in 2024; and
  • employer NICs rises in 2025
• Why some company owners may now wish to disincorporate
• The tax issues and problems associated with overdrawn directors’ loan accounts
  • including the Autumn 2024 Finance Bill provisions related to arrangements where the loan is repaid but then withdrawn again by the participator from an associate of the original company
• The tax implications and risks of dividends in specie, dividend waivers and alphabet share structures
• When capital distributions on a striking off or winding up may be taxed as income
• The practical problems when share buy-backs are used for profit extraction or succession planning
• The key CGT and inheritance tax (IHT) issues when passing on shares to family members, in particular
  • Protecting business asset disposal relief (BADR)
  • Avoiding IHT charges
  • The problems with cash-rich companies
• The tax issues associated with demergers
• Clearances and other compliance issues

• The trainer, a Chartered Accountant with over 35 years’ experience in tax training, has written on this subject for publications such as Taxation and Tax Insider
• The course covers a range of business and personal taxes
• There are many numerical examples and short case studies to aid understanding of potential tax exposure
• Tax traps and planning areas are highlighted throughout, along with relevant cases

This course will consider the many and varied tax issues related to profit extraction and succession planning in OMBs. It will cover a range of taxes and will include recent changes in legislation, guidance from HMRC and key case law, as well as several numbers-based examples and short case studies.