This is an at a glance freeview guide to Rollover relief on the replacement of business assets. Subscribers see here for your detailed guide. 

At a glance

What is Rollover Relief?

Rollover relief applies when trading assets are sold and new assets are purchased using the proceeds. It is available to both individuals and companies.

  • A capital gain on the disposal of a trading asset can be deferred by rolling it over against the cost of another business asset.
  • The capital gains tax cost of the new asset is reduced by the gain so when that asset is sold the gain comes back because of the reduced deductible cost.

For example: John sells Briar Cottage Tea Rooms for £400,000, making a gain of £100,000. He uses all of the proceeds to buy a gift shop and rolls over the gain. His CGT base cost for the shop is £300,000.

  • Relief is restricted when the proceeds from the disposal of the first asset are not fully reinvested in the new one.
  • The assets do not have to be of the same type but must be used, and only used, for the purposes of the trade:
  • A company may deduct the indexation allowance (up to 31 December 2017) before rolling over its gains.
  • Entrepreneurs' Relief (ER) cannot be claimed on a gain before it is rolled over. If full rollover is not possible (e.g. not all proceeds are reinvested) an ER claim may be made for the remaining gain.
  • The relief applies to groups so that a gain made by one company can be rolled into the purchase of a qualifying asset by another group company subject to certain conditions.

What are the qualifying conditions for rollover relief?

  • Both assets must be used for the purposes of a trade.
  • There is a window during which the new asset(s) must be purchased; this starts 12 months before the disposal and ends 3 years after.
  • If the asset disposed of was only used partly for trade purposes, the proceeds are split between trade and non-trade use on a time apportionment basis. Periods before March 1982 can be ignored. 
  • The new asset must be brought into use in a trade as soon as it is acquired. 
    • HMRC will allow a short gap if improvements / alterations are needed to the new asset and it is not used for anything else in the meantime.

What assets qualify for roll-over relief?

  • A building or part of a building or structure occupied (as well as used) for the purpose of a trade.
  • Any land occupied (as well as used) for a trade.
  • Fixed plant or machinery which does not form part of a building or structure.
  • There are special rules for wasting assets which are normally exempt from CGT.
  • Roll-over does not apply to the disposal of shares and securities.
  • See Furnished holiday lettings (FHL) for when rollover can apply to FHLs.

Group rollover relief

  • A sale of an asset by a company when it is a member of a capital gains tax group, and a purchase by another company when it is a member of the same group can qualify for relief in some circumstances.
  • See CGT reliefs: disposal of a business or its assets for when relief can apply to group companies

Assets held by individuals & used by partnerships and companies

An individual may claim roll-over relief on assets he owns which are:

  • Used by his personal trading company.
  • Used by a partnership in which he is a member.

See CGT reliefs: disposal of a business or its assets for the conditions to be met here.

Should roll-over relief be claimed?

Whilst roll-over relief may seem attractive you should always consider whether deferring a gain is actually a good idea in practice. 

In particular, it may not be beneficial where the disposal of the old asset qualifies for Entrepreneurs' Relief but the disposal of the new asset may not.

If it is very likely that you will hold the new asset until you die then rollover may be a good idea; see CGT reliefs: disposal of a business or its assets for why.

Roll-over relief on compulsory acquisition - section 247

This relief may be available when land is disposed of to an authority exercising compulsory purchase powers.

See CGT reliefs: disposal of a business or its assets for details of when rollover will apply in this situation and what the restrictions on relief are.

Links to our useful guides:

CGT reliefs: disposal of a business or its assets
This guide provides an outline of the main Capital Gains Tax (CGT) reliefs which may apply when an individual or company replaces or disposes of a business asset, or a business, or shares in a company.

Entrepreneurs' Relief
When does Entrepreneurs' Relief apply? What is the rate of Entrepreneurs' Relief? How to claim Entrepreneurs' Relief. Case law on Entrepreneurs' Relief.

 

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