The client is non-resident (he lives in Ireland). He owns 100% of a UK company(‘UK Co.’) which in turn owns various UK properties which are all mortgaged. The client has been advised by his Irish lawyer to exchange his shares in UK Co. for shares in a new Luxembourg company (‘Lux Co.’).
A Limited Liability Partnership owns a portfolio of UK properties which are let. Two unconnected individuals are the members of the LLP. A company (‘Co’) connected with one of the individuals has lent the LLP £500,000 at some time in the past.
A US parent company (US Co.) owned the entire issued share capital in a UK company (UK Co.). UK Co. owned the entire issued share capital in three UK companies, MG, GBS and CPP. US Co. intended to make a capital contribution to its UK subsidiary, UK Co. UK Co. would then use that contribution to make capital contributions to GBS and CPP. The purpose of the capital contribution to UK Co. was to enable it to provide its subsidiaries GBS and CPP with funds to acquire capital assets.