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Advanced Tax Planning for Company Owners: Exit and Succession

How the exit and succession of a private trading company are taxed in 2026/27, from preparing the business and third-party sales to family succession, management buyouts, company buybacks and employee ownership trusts.

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** New Report Released - October 2027 **

Exit and Succession Tax Planning for Company Owners and Their Advisers

By Nick Wright BSc, FCA, CTA

A generation of owners who built their companies over the last two or three decades is now asking how to leave the business rather than how to grow it. That question has two parts: realising value and taking the cash (exit), or passing the company to the family or the management team (succession). The two pull the tax analysis in different directions, and after the 2024 and 2025 Budgets the decision is both more pressing and more expensive to get wrong.

In this 2026/27 report, Chartered Accountant and Chartered Tax Adviser Nick Wright sets out how each of the main exit and succession routes is taxed, the reliefs each one opens or closes off, the preparation that protects those reliefs and the anti-avoidance rules that sit over all of it, so that owners and their advisers can match the structure to what the owner actually wants.

What Is Exit and Succession Planning?

Exit and succession planning covers how the owner of a private company transfers ownership and realises value, whether to a third party, to management, to employees or to the next generation of the family. This report deals with companies: the disposal of shares in, or the reorganisation of, a private trading company, rather than the sale of an unincorporated business.

Few areas of tax practice involve so many regimes at once. A single transaction will often engage capital gains tax on the shareholder, corporation tax on the company, the employment-related securities rules where managers acquire shares, the transactions in securities code where value is taken out in capital form, inheritance tax where there is any element of gift, and stamp taxes on the transfer of shares or land. A structure that works for capital gains tax can be expensive for stamp duty, and a step that secures an income tax exemption can give up a death uplift worth more than the tax saved.

What This Report Covers

In ten chapters, with more than ten worked examples and case studies, seven key tax cases and appendices of statutory provisions and terms, this 2026/27 report will show you how to:

  • Compare the five main exit routes on process, cash profile and capital gains tax before any structure is designed
  • Confirm and protect trading status, the gateway to business asset disposal relief, gift holdover relief and business property relief
  • Separate investment property from the trade ahead of a sale, and see when a capital reduction demerger beats the alternatives
  • Decide between a share sale and an asset sale, and understand what the second layer of tax actually costs
  • Meet the business asset disposal relief conditions and structure deferred consideration, earn-outs and loan notes
  • Pass shares to the family with holdover relief while avoiding the employment-related securities trap
  • Weigh a lifetime gift against retaining shares until death under the capped business property relief regime
  • Structure a management buyout through BidCo, choose between QCB and non-QCB loan notes and obtain HMRC clearances
  • Secure capital treatment on a company purchase of own shares and avoid a void buyback
  • Qualify for employee ownership trust relief after the 2025 Budget and protect it through the four-year clawback window
  • Compare net proceeds across every route and build in the lead time the qualifying periods demand
  • Plus much more...

Who Will Benefit From This Report?

This report is written for accountants, tax advisers and solicitors advising owner-managed trading companies on exit and succession, and for company owners planning to sell, step back or pass the business on who want to understand their options before they commit. Whether the likely route is a trade sale, a management buyout, an employee ownership trust, a buyback or a family succession, it sets out the 2026/27 tax position and the points where these transactions most often go wrong.

If you own, run or advise a private trading company and an exit is on the horizon, this report belongs on your shelf.

About Nick Wright FCA CTA

Nick Wright BSc, FCA, CTA is a Director and Head of Corporate Tax at Jerroms Miller Specialist Tax, an award-winning firm of tax advisers supporting accountants, tax advisers, solicitors and their clients. He specialises in complex corporate tax matters, including transactions tax, company reconstructions, management buyouts, employee ownership trusts and employee share schemes.

Nick contributes regularly to Taxation, Tax Journal, Tax Adviser, Tax Insider and ICAEW Taxline, and is a contributing author of Tolley Tax Planning. He lectures widely to fellow professionals and hosts "The Tax Hour" podcast.