A share for share exchange is where one or more shareholders exchange shares they hold in one company for shares in another company. A common example of this is where a new holding company B is put on top of existing company A. Shareholders give their shares in the old company A to company B in exchange for shares in company B.
For example you could give up your existing shares within your trading company (Trade Ltd) in exchange for more shares in another company that you already own. That other company is normally a holding company (Holding Ltd). This process is called a share for share exchange because you exchange your existing shares in Trade Ltd for new shares in Holding Ltd.
Exchanging shares in this way places both Trade Ltd and Holding Ltd into a group relationship. Before the share for share exchange, you own 100% of Trade Ltd and 100% of Holding Ltd and after the share for share exchange, you will have given up your shares in Trade Ltd. For that, you will have received more shares in Holding Ltd. In other words, Holding Ltd has acquired your shares in Trade Ltd from you. Holding Ltd, now owns Trade Ltd.
The upshot of the transaction, therefore, is that Holding Ltd owns Trade Ltd, placing Holding Ltd and Trade Ltd within a corporate group together.
This service is normally provided for accountants who will also submit a clearance application to HMRC. Once HMRC approve the clearance application then one can decide whether or not to proceed with the share for share exchange.
Our service includes everything required to implement the share for share exchange , all fully completed, compliant and delivered in hard copy or electronic copy including (for both companies):-
- Completed forms for registration with Companies House
- Company Resolutions,
- Appropriate minutes and notices
- New, replacement, correctly numbered, share certificates
- Complete set of updated company registers
It is also important that PSC (Person of Significant Control) details are kept up to date on the company registers and with Companies House. We will make sure that all required PSC updates are completed and filed as part of our service.
This service can be combined with any other company secretarial jobs required. Please click below to purchase this service or to purchase this with any other secretarial service.
Our normal charge for share for share exchange is aprox £265. All companies are different, so we will need to look at the complexity and history of the company to make sure that the service can be completed as efficiently as possible. Please click on our quick quote below and we will be in touch as soon as possible with a no-obligation quote.
|Share for share exchange
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