Client and I contemplating reorganising client's direct shareholdings in various private trading companies into a holding company, mainly to manager dividend fluctuations. Client has 50% shares or thereabouts in the subsidiaries. Subsidiaries have a fair value of several hundred thousand.
Share for share transfer exemption under S77 finance act 1986 fails due to S77A as the entire shareholding of the trading companies isn't being reorganised, just the holdings of one shareholder.
However, what I'm wondering is whether the consideration, being a few hundred holding company share with a pre-transaction fair value and a nominal value of a few hundred pounds, qualfies for the de-minimis £1,000 exemption. The fact that HMRC are consulting on a change (see https://www.gov.uk/government/consultations/stamp-taxes-on-shares-consid...) implies to me that the nominal value and not the market value is currently the consideration as the law stands at present.
Also: worth pursuing a pre-clearance for CGT and SD purposes?