Section 79 of the Principal Act is amended -

(a) by inserting the following after subsection (7):

"(7A) Where a transferor -

(a) is liquidated, or

(b) is dissolved without going into liquidation and a conveyance or transfer has been effected as a result of a merger by absorption (within the meaning of section 463 or 1129 of the Companies Act 2014) by reason of which the foregoing dissolution of the transferor has taken place,

the transferor and the transferee shall, for the purposes of subsections (5)(c) and (7)(b), not be regarded as ceasing to be associated where, for a period of 2 years from the date of the conveyance or transfer -

(i) the beneficial interest that was conveyed or transferred from the transferor continues to be held by the transferee, and

(ii) the beneficial ownership of the ordinary share capital of the transferee remains unchanged.

(7B) This section shall not apply unless the conveyance or transfer of a beneficial interest in property, or the liquidation referred to in subsection (7A) (a), is effected for bona fide commercial reasons and does not form part of a scheme or arrangement of which the main purpose, or one of the main purposes, is the avoidance of liability to any tax or duty.",

and

(b) by inserting the following after subsection (10):

"(11) In the case of -