Farming simplification and SDLT

My client is a family farming partnership of which the partners are father mother son and a limited company the shares of which are owned by father mother and son in equal proportions. The income profit and losses are shared 25% each between father and mother 35% son and 15% the company. The company owns approximately 100 acres of farmland that it allows the partnership to use and the value of this land is about £400 000. The company has no other significant assets. The partnership farms a further 1 000 acres and this land is a partnership asset. This land has a value of about £3.5m.

We are considering whether the structure can be simplified and in particular the proposal is that the company ceases to be a partner and is wound up with the land distributed in specie to the shareholders by...