A widow and former company shareholder who claimed that she owed no capital gains tax (CGT) on the sale of her €5.79 million shareholding in a firm has lost a €1.7 million tax battle with the Revenue Commissioners.
The Tax Appeals Commission (TAC) found that an initial Revenue CGT bill of €1.77 million should be reduced to €1.67 million. It must be paid by the former shareholder arising from the €19.3 million company sale.
TAC rulings typically do not name individuals involved.
The woman had inherited the shareholding on the death of her husband, who had served as non-executive chairman at the firm, and she claimed that her CGT liability from the sale of her 30 per cent of the firm should be nil.
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This was on the basis of the woman declaring proceeds on the sale of only 5 per cent of the shares of €966,460 with an arising chargeable gain of €900,000.
She also declared unused capital losses from prior periods of €1.02 million, resulting in no CGT liability.
The remaining 25 per cent of the shares had been the subject of a share exchange and therefore she did not consider there was a liability to CGT in respect of their disposal.
However, in an assessment issued in December 2023, Revenue disapplied the share exchange on the 25 per cent shareholding and it issued an amended CGT assessment of €1.77 million.
The woman appealed the Revenue assessment to the TAC in February 2024.
At the hearing, counsel for Revenue said the appellant had originally claimed she had carried out a bona-fide commercial transaction by means of the share for share exchange with a Cypriot company.
Counsel said this claim was withdrawn on the eve of the hearing, so it had been accepted by the appellant that the main purpose or one of the main purposes of the transaction was the avoidance of tax.
Counsel also said the appellant had claimed entrepreneurial relief, even though there was no evidence to support this claim and this too was dropped on the eve of the hearing.
At the start of the hearing, counsel for the appellant confirmed the only issues proceeding were the correct valuation of the shares, and the claimed losses.
In his findings, commissioner Simon Noone found the losses claimed by the appellant are disallowed.
After finding the initial valuation of the appellant’s 25 per cent shareholding was €380,000 at the date of valuation, Noone reduced the Revenue assessment from €1.77 million to €1.67 million.
