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Deferring gains using Incorporation Relief

Thinking of transferring your sole trader or partnership business into a limited company? Incorporation Relief can help defer any capital gains tax on assets like goodwill. If the entire business is transferred in exchange for shares, the relief applies automatically, no claim needed. Make sure you understand the rules and deadlines, especially if you plan to opt out.

When a sole trader or partnership transfers their business into a company, a capital gain may arise. The gain is based on the market value of the business assets (including goodwill) at the time of incorporation, compared to their original cost.

However, businesses incorporated in this way may qualify for Incorporation Relief. To benefit from this relief, the entire business, along with all its assets (excluding cash, if applicable), must be transferred as a going concern in exchange, wholly or partly, for shares in the new company.

Incorporation Relief is automatic if the conditions are met. There is no need to submit a claim. The relief defers the capital gain by reducing the base cost of the new shares by the amount of the deferred gain, effectively postponing any tax until the shares are sold.

Although the relief applies automatically, a taxpayer can elect for it not to apply. This must be done in writing, and the election must be submitted by 31 January, two years after the end of the tax year in which the incorporation occurred. For example, for a transfer in the current 2025–26 tax year, the election deadline is 31 January 2029. The election deadline is reduced by one year if the shares are disposed of in the year following that in which the business was incorporated.

Pension tax-free lump sums

Turning 55 soon? From April 2028, the minimum pension access age rises to 57. If you are planning to draw your pension, you could take up to 25% tax-free. Make informed choices about your remaining pot, as the rest will usually be taxed as income. Get advice before you act.

Most personal pensions have a minimum age for access, currently set at 55 (this will increase to 57 from 6 April 2028). When you reach this age, you can begin withdrawing from your pension, and some of the benefits can be taken tax-free.

In most cases, you’re entitled to take 25% of your pension pot as a tax-free lump sum, up to a maximum of £268,275. If you have protected allowances, you may be able to take a larger tax-free amount.

In specific circumstances, such as serious illness or where certain lump sum death benefits are paid to your beneficiaries, you or your beneficiaries may be eligible to take up to £1,073,100 tax-free. This is referred to as the Lump Sum and Death Benefit Allowance.

Once you’ve taken your tax-free lump sum, you generally have up to six months to decide how to access the remaining 75%, which is usually taxable. Your options include taking further cash withdrawals, buying an annuity for guaranteed income for life and using flexi-access drawdown to invest and withdraw flexibly.

It’s important to remember that pension income (beyond any tax-free amounts) is treated as earned income and taxed under standard Income Tax rules. This includes income from your personal pension, State Pension, employment, or other taxable sources.

Could you extend Child Benefit claim?

Parents of 16–19-year-olds: confirm your child’s continued education or training by 31 August 2025 to keep Child Benefit payments going. Last year, over 870,000 families updated HMRC, most online. It only takes a few minutes and helps avoid missed payments. If your child is still in approved education, act now to stay on track.

Taxpayers entitled to the child benefit should be aware that HMRC usually stop paying child benefit on the 31 August following a child’s 16th Birthday. Under qualifying circumstances, the child benefit payment can continue until a child reaches their 20th birthday if they stay in approved education or training. This must be confirmed to HMRC, or payments will stop.

Approved education must be full-time, with more than 12 hours per week of supervised study or course-related work experience. Approved education includes A levels, T levels, Scottish Highers, NVQs up to Level 3, home education (if started before 16 or after 16 with special educational needs), study programmes in England, and pre-apprenticeships. The course must be started before the child turns 19.

Child Benefit cannot be claimed if your child is:

  • Studying for a university degree or BTEC Higher National Certificate (advanced course).
  • On an apprenticeship (unless it’s a Foundation Apprenticeship in Wales).
  • Undertaking a course with an employer’s agreement (e.g., to secure a job or gain skills for an existing job).

Approved training should be unpaid and can include:

  • Wales: Foundation Apprenticeships, Traineeships, or the Jobs Growth Wales+ scheme.
  • Scotland: The No One Left Behind programme.
  • Northern Ireland: PEACEPLUS Youth Programme 3.2, Training for Success, or Skills for Life and Work.

Courses that are part of a job contract are not approved.

HMRC sends a letter in your child’s last year at school asking you to confirm their plans. The letters include a QR code which, when scanned, directs them straight to GOV.UK to update their claim quickly and easily online. This can also be done on the HMRC app.

Parents have until 31 August 2025 to tell HMRC that their 16-year-old is continuing their education or training, in order to continue receiving Child Benefit. No child benefit is payable after a young person reaches the age of 20 years.

Child Benefit is paid at a weekly rate of £26.05 for the only or eldest child, and £17.25 for each additional child. However, families where either parent earns over £60,000 a year may be affected by the High Income Child Benefit Charge (HICBC). This means they may have to pay back some or all of the benefit through their income tax return. If income exceeds £80,000, the full amount of Child Benefit must be repaid. Families can still choose to receive the benefit and pay the charge or opt out of receiving payments to avoid the charge altogether.

How should multiple self-employed incomes be treated

Running more than one self-employed business? HMRC will not always treat them as separate. Whether they are taxed as one combined trade or multiple depends on how your activities relate to each other. It is not a matter of choice, it is about how your business is run in practice. Get it right to avoid costly mistakes.

When someone has more than one self-employed income, one of the key issues to consider is whether to combine all profits under a single business activity or treat each separately. This depends on the nature and relationship of the activities. HMRC’s manuals set out three possible scenarios:

1. Separate Trades

If the new activity is run independently, with different staff, stock, or customers, it is treated as a separate trade. This means each business is taxed individually, and the commencement rules apply to the new one. No merging takes place unless operations later combine in substance.

2. A New Single Trade

If the new activity transforms the original business significantly, so much so that the old trade effectively ends, then both are treated as forming a new trade. The cessation rules apply to the original trade, and commencement rules apply to the new, combined business.

3. Continuation of Existing Trade

If the new activity merely expands the existing business without fundamentally changing its nature, it is treated as a continuation. Profits are combined and taxed as one ongoing trade, with no change in basis.

Understanding whether activities form one trade or multiple is crucial for correct tax treatment. It’s not just a matter of choice. It also depends on the facts and how the businesses operate and interact.

We would be happy to help you review the structure of your business to ensure compliance with HMRC guidance and avoid unexpected tax consequences.

The value of applying for trade marks

A trade mark is a vital tool for protecting the identity and reputation of your business. It can take the form of a name, logo, slogan, shape, or even a sound, and once registered, gives you exclusive rights to use that mark in connection with specific goods or services. In the UK, trademarks are registered through the Intellectual Property Office (IPO), providing legal protection across the country.

The main value of a trade mark lies in safeguarding your brand. A registered trade mark prevents others from using the same or a similar mark in ways that could confuse customers or damage your reputation. Without a trade mark, your business is more vulnerable to imitation or misuse, which can lead to costly disputes or the need to rebrand entirely.

Brand recognition is another key benefit. When customers see a trade mark, they associate it with certain standards of quality and service. This builds loyalty and trust, helping to secure repeat business. A strong trade mark becomes a shorthand for everything your business represents, giving you a competitive edge.

From a commercial perspective, trademarks are valuable assets. They can be sold, licensed, or used to attract investors. As your business grows, a trade mark can open up opportunities for franchising or partnerships. For businesses looking to scale, having brand protection in place adds credibility and can enhance the overall value of the company.

A registered trade mark also helps you avoid legal issues. Before registration, the IPO checks for conflicting marks, reducing the risk of infringement. And if someone does attempt to copy your brand, having a trade mark gives you strong legal grounds to enforce your rights and prevent further misuse.

In summary, applying for a trade mark is a practical and often overlooked step that can offer long-term protection and commercial benefits. It gives peace of mind, legal clarity, and helps to build a stronger, more trusted business. Whether you are starting out or looking to secure an existing brand, registering a trade mark is a sound investment in your business’s future.