49Disposal of asset by transferring body to new group company

#### 49 Disposal of asset by transferring body to new group company (1) This section has effect for the purposes of Part IIIA of the Tax Act where: (a) during the reorganisation, the transferring body disposes of an asset to a body corporate (in this section called the group company) that is, at the time of the disposal, a new group company; (b) because of section 160ZZO of the Tax Act, Part IIIA of that Act does not apply in respect of the disposal; (c) the consideration in respect of the disposal consists only of shares in the group company issued to the transferring body; (d) the notional assumed liability in relation to the disposal is less than the relevant market value in relation to the disposal; (e) if the transferring body acquired the asset after 19 September 1985—the notional assumed liability is also less than the amount that would have been: (i) if the disposal occurs within 12 months after the day on which the transferring body acquired the asset—the cost base; or (ii) in any other case—the indexed cost base; of the asset to the transferring body for the purposes of that Part if it had applied in respect of the disposal; (f) the market value of the shares when issued is as nearly as practicable equal to the amount by which the notional assumed liability is less than the relevant market value; and (g) the transferring body, by notice in writing accompanying the notice referred to in paragraph 160ZZO(1)(d) of the Tax Act, elects that this section is to apply to the shares and specifies the shares in the notice. (2) If the transferring body acquired the asset before 20 September 1985, the body shall be deemed to have acquired the shares before that date. (3) If the transferring body acquired the asset after 19 September 1985, then, for the purpose of: (a) ascertaining whether a capital gain accrued to the body; or (b) ascertaining whether the body incurred a capital loss; in the event of a later disposal of the shares by the body, the body shall be deemed to have acquired the shares for a consideration equal to: (c) if the amount that would have been: (i) if the later disposal occurs within 12 months after the day on which the body acquired the asset—the cost base, or the reduced cost base, as the case may be; or (ii) in any other case—the indexed cost base, or the reduced cost base, as the case may be; to the body of the asset for the purposes of Part IIIA of the Tax Act if that Part had applied in respect of the disposal of the asset by the body to the group company exceeds the notional assumed liability—the amount of the excess; or (d) in any other case—a nil amount.