COMPLEX SHARE DEAL: DO YOU KNOW THE RIGHT WAY?
HCO LTDI S OWNED BY TWO DIRECTORS: AND OWNS 100% OF SUBCO LTD.
THE COST OF SUBCO'S SHARES WAS THE VALUE OF HCO ON INCORPORATION AND WAS THE CAPITAL INJECTED INTO THE BUSINESS ON COMMENCEMENT/INCORPORATION BY THE TWO OWNER DIRECTORS(WHO OWN THE SHARES OF HCO)
THE SHARES COST £250,000.
THEN :THE DIRECTORS WANTED TO WIND UP HCO AS IT HAD NO ROLE OR COMMERCIAL PURPOSE.
THE DIRECTORS SHARES IN HCO WERE TECHNICALLY WORTH 250,000
ONE DIRECTOR RECENTLY MARRIED AND WANTED TO LOCK IN THE SPOUSE (WITH LIMITED RIGHTS) SO SUBCO ISSUED FIXED DIV PREF B SHARES TO THE SPOUSE WITH NO VOTING CONTROL FOR NIL CONSIDERATION.
HOW IS THE VAULE/COST OF THE HCO SHARES LOCKED INTO SUBCO SO THE DIRECTORS HAVE SOMETHING TO SELL IF THEY FIND A BUYER?
OR WILL THE HCO SHARES BECOME WORTHLESS? WHILST THERE WILL BE TRADING ASSETS IN SUBCO?
CAN THE SHARES(AS THEY ARE THE DIRECTORS INVESTMENT IN SUBCO(THROUGH HCO) BE VALUED AS INHERENT PURCHASED GOOD WILL IN SUBCO?
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