Editing Talk:Sirius Real Estate Limited (section)

== REIT status ==
Real Estate Investment Trust (“REIT”) information 

Investing in property through a UK taxable corporate investment vehicle has the disadvantage that, in comparison to a direct investment in property assets, some categories of shareholders may effectively bear tax twice on the same income: first, indirectly, when the corporate investment vehicle pays corporation tax on its profits, and secondly, directly when the shareholder receives a dividend. UK non-tax paying entities, such as UK pension funds, could bear tax indirectly when investing through a taxable closed-ended corporate vehicle that is not a REIT, which they would not suffer if they were to invest directly in the property assets.

A UK REIT is a listed company which (together with its subsidiaries) enjoys a special tax status in relation to UK property investment activities. Despite the name, a REIT is – and functions as – a normal company rather than a trust. 

The REIT regime changes the UK direct tax treatment of (1) ongoing UK property rental income and (2) gains on disposal of properties within a UK REIT group. It does not affect the value-added tax or stamp taxes treatment of the property investment. 

The key feature is that under the REIT regime, UK property rental income should be exempt from corporation tax, but instead the nominated REIT company should be required to make Property Income Distributions (“PIDs”), which are subject to withholding tax (please refer to the distribution requirements section). 

Distribution requirements 

A REIT must follow certain rules relating to the amount it distributes to shareholders, and how those distributions are taxed. There is a requirement for a UK REIT to distribute at least 90% of its exempt rental profits (being rental income after deducting finance costs, overheads and tax depreciation) as a Property Income Distribution (“PID”). There is no requirement to distribute exempt gains. A UK REIT may also distribute taxed income from its other activities, though this is not a requirement of the REIT regime. 

Under the REIT regime, UK property investment income, gains on UK property and gains on UK property rich entities are exempt from UK corporation tax. A REIT is still subject to UK corporation tax on any non-property rental business income (“residual” income”). Residual income may include profits on trading activities (such as properties developed with a view to a sale), capital gains on UK property assets or companies sold within three years of completion of a development, and non-UK property assets. 

The distribution requirement may be met using stock dividends (also known as scrip dividends), as well as cash dividends.

Tax on distributions

Shareholders should note that the tax treatment of PID and non-PID dividends differs. PIDs are taxable as property rental income in the hands of shareholders and therefore shareholders are taxed on the PID according to their own tax status and which varies from shareholder to shareholder. This gives shareholders a similar tax outcome to owning property directly. 

Profits distributed as PIDs are paid out of tax-exempt profits and therefore are potentially fully taxable in shareholders’ hands as property rental income. Distributions out of exempt rental income and exempt gains (if distributed) by a UK REIT are generally subject to a withholding tax of 20%. There are certain categories of shareholders who are entitled to receive PIDs without suffering withholding tax. Examples of such classes are:

* UK corporates
* UK pension funds
* Charities
* Local authorities
* Managers of PEPs, ISAs and Child Trust Funds

Should you qualify to receive your PID without deduction of withholding tax, you should make the company registrar aware by completing either the intermediary form or the beneficial owner form that are set out on the Sirius website, below this document. Please send the completed form to Link Group. 10th Floor, Central Square, 29 Wellington Street, Leeds LS1 4DL.

Most shareholders, including all individuals and all non-UK residents, do not qualify for gross payment. However, most UK double tax treaties provide for a reduced withholding tax rate for distributions to non-UK tax resident investors. 

Filing obligations - UK resident shareholders

For UK resident individuals who file UK tax returns, the PID from a UK REIT is included on the tax return as "Other Income" as follows (online returns):

* In the section "Other UK Income" tick the bottom box "Any other income".
* On the next page enter the total amount of the PID received (including tax) in "Other taxable income – before expenses and tax taken off".
* Enter the tax deducted in "Tax taken off" and in the box for description of other taxable income state who the PID was received from.

The non-PID element of any dividends received should be treated in exactly the same way as dividends received from other UK non-REIT companies.

Filing obligations - non-UK resident shareholders

Non-UK resident shareholders may, after payment of the PID element of the dividend, apply to HM Revenue & Customs for a refund of the difference between the 20% UK withholding tax and the reduced double taxation treaty rate.

Sale of REIT shares by UK and non-UK resident shareholders 

From 6 April 2019, the gain on sale of shares of a UK property rich company will generally be within the charge to UK tax for all shareholders, whether UK resident or non-UK resident, subject to possible tax treaty relief for non-UK residents or any exemption for tax exempt investors.

A company is considered to be UK property rich if 75% or more of its gross asset value is derived from UK land. Although there is generally a 25% ownership threshold for a disposal of such an indirect interest in UK land, this is disapplied in the case of certain Collective Investment Vehicles including REITs. For this reason, we advise shareholders to take professional tax advice in establishing whether a disposal of shares would be subject to these rules. 

Gains realised by non-UK resident individuals must generally be reported to HM Revenue & Customs within 30 days of the disposal.

Gains realised by UK residents should be reported on the tax return in the usual way.