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Posted Fri, 13 Oct 2023 15:01:39 GMT by
Hi, if my overseas company (solely owned by me and mainly holds an overseas property for own use) sells the overseas property at gain and decides to wind up the company as no longer needed and distributes all cash/capital surplus including but not limited to the property sale proceed (together, the "Fund") to the sole-shareholder, does the sole shareholder, a UK resident, need to pay any tax on the abovesaid Fund and what scale to be charged?
Posted Wed, 18 Oct 2023 11:16:11 GMT by HMRC Admin 20 Response
Hi Lemonglass,

If you are a UK resident, you could have a UK CGT liability on the capital distribution from your company, as you may be treated as having disposed of an interest in the shares of the company.
Please refer to CG57800P in general, and more specifically to CTM36130 and CG57810.
It is possible that you may be entitled to Business Asset Disposal Relief so you could also have a look at HS275, CG64115 and CG63950P.
I would also recommend that you seek professional advice to determine the correct tax treatment. 
CG57800P - Capital Gains Manual: Shares and Securities: Particular types of transaction: Capital distributions
CTM61558 - Close companies: Loans to participators: liquidations/dissolutions: general
CG57810 - Capital distributions: definitions
HS275 Business Asset Disposal Relief (2023)
CG64115 - Business Asset Disposal Relief: shares/securities: liquidation of company
CG63950P - Capital Gains Manual: Reliefs: Business Asset Disposal Relief

Thank you.

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