Reform of the Substantial Shareholding Exemption

Reform of the Substantial Shareholding Exemption

The SSE was first conceived as a form of rollover relief. Rollover relief is limited to assets used for the purposes of a trade. Business successfully lobbied in favour of an exemption rather than rollover but was unsuccessful in removing the trading requirements, the government of the day stating that “the restriction of the relief to trading companies and groups is most likely to bring about a use of the proceeds which will contribute to productivity gains”.

Also on

This restriction, coupled with the absence of a legislative definition of trading activities and the requirement to test the worldwide group, is responsible for many of the complexities and uncertainties which render the SSE uncompetitive in comparison with regimes in other holding company locations.

In M&A Matters we cover:

  • Comprehensive exemption
  • Exemption subject to investee trading test
  • Exemption subject to investee test other than trading
  • Amended trading tests at investee and investor level
  • Changing the definition of substantial shareholding
  • Other proposals
  • Next steps

Read the full article in M&A Matters 

For further information please contact

Iain Kerr


T: +44 12 1232 3367


M&A Tax Matters Archive

M&A Tax Matters focuses on topical issues impacting transactions. Read the latest edition

Read more

M&A Matters

This new format of M&A Matters incorporates the usual tax updates with a broader review of M&A insights.

Read more

Connect with us


Request for proposal



KPMG’s new-look website

KPMG’s new-look website