# Finance Act 2024, Paragraph 3: Non-close condition

Extent: E+W+S+N.I.

(1) Section 528 is amended as follows.
(2) In subsection (4)—
(a) in the words before paragraph (a), after “company” insert “meets the non-close condition.”, and
(b) omit paragraphs (a) and (b).
(3) After subsection (4B) insert—
“(4C) The non-close condition is met—
(a) in relation to a company, if—
(i) it is not a close company, or
(ii) it is a close company but only because it has an institutional investor as a direct or indirect participator, and
(b) in relation to a person or scheme other than a company, if it would fall within paragraph (a)(i) or (ii) if—
(i) the person’s business or the scheme were a company, and
(ii) the interests of persons in the business or scheme were shares in the company.”
(4) In subsection (5), for “subsection (4)(a)” substitute “determining whether the non-close condition is met”.
(5) After subsection (5A) (as inserted by paragraph 4) insert—
“(5B) For the purposes of subsection (4C)(a)(ii)—
(a) a person is a “direct participator” if the person is a participator for the purposes of Part 10 of CTA 2010 (see section 454), and
(b) a person is an “indirect” participator in a company if the person has a share or interest in the capital or income of the company through another body corporate or other bodies corporate.
(5C) In determining whether a person is an indirect participator—
(a) reference to having a share or interest in the capital or income of a company through a body corporate is to be read in accordance with sub-paragraphs (9) and (10) of paragraph 46 of Schedule 5AAA to TCGA 1992 (meaning of direct or indirect participator), and
(b) a person is regarded for the purposes of those sub-paragraphs, and for the purposes of subsection (5B)(b) of this section, as having a share or interest in the capital or income of a company if the person would be a participator in the company as a result of section 454(2) of CTA 2010.”
(6) Section 528 has effect, and is to be deemed always to have had effect, with the amendments made by this paragraph.

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Source: https://www.legislation.gov.uk/ukpga/2024/3/schedule/7/paragraph/3 (the official version)
Page: https://openlegislation.uk/finance-act-2024/schedule-7/paragraph-3
Contains public sector information licensed under the Open Government Licence v3.0. Source: legislation.gov.uk, The National Archives.