It only seems unfair because you are unable to grasp the fundamental principles. Unless and until you do no amount of explaining is going to help.

It is no more unfair than the example I gave earlier where a gain is wiped out by interest paid on the loan.

Assuming that the earnings in question are future earnings, how do you reach the conclusion that the consideration is ascertainable?

Indeed - and I see that I contributed to that other discussion!

What gives the patent company the right to receive the income? That is only one piece of several missing items of information. We can’t advise if you’re on the right path or not if you won’t provide the details requested.

I’m out of here. Someone else can have a go.

The position is potentially more complicated than that, and than the OP seems to appreciate. I think some reasonable assumptions can be inferred from the limited information given but if the OP can’t be bothered to provide the additional information to confirm I can’t be bothered to attempt a response.

Keeping it brief is of no use in a case like this. If you don’t want to expand, fair enough - just don’t expect to receive a sensible answer.

Contingent ascertainable or contingent unascertainable?

As happens too often, way too little information given.

If the business was sold to an unconnected party (I am assuming that to be the case) why do HMRC need to agree the valuation?

So what. Those are the rules. Do you now accept the position, or are you still challenging it?

Pray that HMRC do not recognise the company, with such talk of “salary via dividend”, “notional salary”.