HC-One No 1 Limited v The Commissioners for HMRC
Decision date: 8 May 2026
Neutral citation: [2026] UKFTT 678 (TC)
Overall AI summary confidence: high
Short overview
This short overview is intended to summarise the case, issues and outcome so far as they are supported by the judgment.
AI confidence in this short overview: high
This appeal concerned whether Schedule 7 group relief was disapplied because the intra‑group transfers and subsequent members' voluntary liquidation had a main purpose of tax avoidance, and whether s75A could recharacterise those transfers as scheme transactions; HMRC also issued discovery assessments and block assessments. The Tribunal held that group relief was properly available (appeal allowed on the Main Purpose Issue) and that s75A did not apply to recharacterise the intra‑group acquisitions (appeal allowed on the Involved Issue). The Tribunal nevertheless found HMRC’s discovery assessments would have been validly made and treated each returned linked‑transaction bundle as the relevant chargeable transaction for assessment purposes; quantum was considered hypothetically but was not decisive.
Ratio decidendi
This summary is intended to identify the ratio decidendi, meaning the legal reasons for deciding and the binding part of the decision.
AI confidence in this ratio decidendi summary: high
The judgment treats para 4(4) of Schedule 7 as to be read on its terms: a solvent members' voluntary liquidation can fall within that statutory exception and the provision should not be read down by importing additional motive or solvency limits absent express wording. It also holds that s75A reaches only transactions that are integral to, or directly/indirectly contribute to, the means by which the relevant land interest passes from vendor to purchaser; a post‑acquisition share sale or liquidation is not necessarily "involved in connection with" the earlier intra‑group land transfers and therefore will not always be caught by s75A.
Obiter dicta
This summary is intended to identify obiter dicta, meaning observations made by the way that were not necessary to deciding the case and are not binding.
AI confidence in this obiter dicta summary: medium
The Tribunal observed that an unconstrained literal reading of para 4(4) may yield surprising outcomes but such consequences do not justify judicially imposing limits not present in the statute. It further indicated that, where linked transactions are returned as a single transaction under s108(2), HMRC may properly assess on that single returned transaction using aggregated market‑value proxies, and that in time‑pressured settings HMRC officers may rely on valuation proxies provided they engage reasonably with valuation specialists.