The Companies Act, 1990 provides amechanism for companies to use the company’s funds to redeem or buyback the shares held by a shareholder in the Company. The Act sets out the conditions that must be met before a company is in a position to redeem or buyback the shares.
In general, any repayment over and above the amount whichthe company received for a subscription of shares is treated as a distribution and subject to income tax at marginal rates. If certain conditions are met, however, the shareholder may avail of capital gains tax treatment on the buyback.
This can be beneficial where the shareholder would beotherwise unwilling to exit the company due to the prospect of a significant income tax charge on a share buyback.
The main conditions for relief are that:
A gain arising to an individual who has attained the ageof 55 on the disposal of his business or shares in his/her company of holding is disregarded where the consideration is less than €750,000 in respect of disposals made on or after 1 January 2007 and before 1 January 2014. Where the consideration is more than the limit marginal relief applies.
In general, to qualify for the relief, the individualmust have owned the assets for a minimum of 10 years and must have been a working director for not less than 10 years and a full-time working director for not less than 5 years.
The Finance Act 2012 reduced the consideration limit of€750,000 to €500,000 for individuals aged 66 and over in respect of disposals made on or after 1 January 2014.
Contact Dylan Byrne Director in OSK on 01 439 4200 for all your tax and accounting services.
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