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What constitutes 'a significant break' with regards to TOGC

JaffacakeJaffacake Just JoinedRegistered Posts: 5
Newly formed Limited Company is buying a pub business (not premises) from a partnership. partnership decided to sell at start of lockdown March 2020. As selling they decided not to reopen in July when lockdown was lifted. The new owners will operate the same business. The sale split is £100k goodwill, £3k F&F & £3k property (outside shed).

Am I correct in thinking that the ceasing of trade in March 2020 would mean that the sale of the business does not qualify as a TOGC and that VAT would be chargeable on the £106k?
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