distribution in specie sdlt

We have over 28 years of experience in helping directors find the best path forward, and we can do the same for you. In these cases, the market value of the asset falls to be taxed in the shareholders hand as a capital distribution within TCGA 1992, s 122 (unless the anti-phoenix legislation is in point). To help us improve GOV.UK, wed like to know more about your visit today. When making a distribution in specie as part of an MVL, the value of the asset is not taxed as income. However, an SDLT charge arises where property is distributed in specie but the recipient shareholder assumes a debt/mortgage attaching to the property. 0000013146 00000 n By using a MVL, the distributed funds are subject to Capital Gains Tax, rather than higher Income Tax. Our contact, Nicholas was extremely professional, most thorough and reached all deadlines to our total satisfaction. 0000012463 00000 n We can help, contact us today. 30-800 Liquidations and dividends in specie 30-805 Dividends in specie 30-805 Dividends in specie Need help? DISTRIBUTIONS IN SPECIE Owner-managed companies often transfer properties to their shareholder(s) in the form of a distribution in specie (ie, in kind). Does an equitable interest constitute a major interest for the purposes of the higher 3% rates of stamp duty land tax? I have reviewed the practice notes on liquidation and SDLT on inter-group transfers and also the Land Reg guidance but it isn't clear as it deals with the assets of the company rather than the property. Distributions in specie of land by a company to its shareholders in the course of a liquidation will fall within the exemption provided that there is no consideration given by the shareholder. Hartley Pensions Ltd offers a SIPP and SSAS product which allows . When cash isn't readily available, that's when a distribution in specie often comes into play. representing approximately 7.98% of the total number of CDLHT Units in issue as at the date of this Announcement; and Subject to the satisfaction of the conditions set out in paragraph 4.4 below, the Proposed Distribution will be effected by way of a dividend in specie to Shareholders pro rata to their respective shareholdings in the Company, on the basis of 0.159 CDLHT Unit for each ordinary . I am not convinced by Steve's argument. This is because the distribution is effectively a voluntary transfer for no consideration (FA 2013, Sch 3, para 1). If the property does have a loan secured on it then it makes sense to repay the loan first so it can be distributed to shareholders with no debt and with no SDLT payable. Defects liability period and rectification of defectsIt is common in construction projects for defects to manifest or appear in the works. In the MVL process directors sell off assets and distribute the proceeds, and/or they can transfer company assets which is known as distribution in specie. 0000002970 00000 n When a director is ready to close down their solvent company perhaps to retire or take on a PAYE-role due to IR35 their best option is often a Members Voluntary Liquidation (MVL). 0000010126 00000 n 0000003645 00000 n This avoids having to rely on the SDLT group relief provisions, which may prove ineffective due to the associated anti-avoidance and clawback provisions. 0000005164 00000 n Will My Money Be Safe During The MVL Process? Using The Family Company To Support A Student Through University. The First-tier Tribunal has struck down a scheme under which the ultimate acquirer of a property interposed an unlimited liability company to acquire the property and distribute it in specie in order to engage the SDLT transfer of rights provisions and avoid paying SDLT altogether (Vardy Properties Ltd and Vardy Properties (Teesside) Ltd v HMRC [2012] UKFTT 564(TC)). 0000010369 00000 n %PDF-1.6 % If you need insolvency advice the earlier you talk to someone like us the better as you will have more options. 0000013386 00000 n Often the question is asked about how you determine that a dividend is declared or paid. Pre-Pack Regulations: Changes to the Pre-Pack Process, Rising Energy Prices Threaten the Survival of Small Businesses. I am acting for two group companies (company A and company B) in connection with the assignment of two leases from company A to company B. company A is a wholly owned subsidiary of company B. However, I am unsure whether we need to submit an SDLT Return in respect of the transfer of the properties in these circumstances. We also use cookies set by other sites to help us deliver content from their services. The value ascribed to the distribution in the accounts of the distributing company is irrelevant for tax purposes (see Part 1 of this article). In the PLC guidance it refers to s.54 only applying where the transaction is part of a distribution of assets in connection with the winding up of company A. This carries a Stamp Duty Land Tax (SDLT) charge. 0000026678 00000 n A Professional theme for architects, construction and interior designers They made it very simple for me to understand the process, they kept me up to date with progress throughout the liquidation and expertly answered any queries I had. It is therefore our understanding that it would exempt from LBTT complying with the same rules as SDLT. If you are planning on putting your company through the MVL process, you could make use of a distribution in specie depending on your future plans and those of your shareholders. They could be physical assets such as land or equipment, or simply non-cash financial assets including stocks. Thanks (0) By Steve Kesby 30th May 2014 11:03 I agree with secondhand now! A private pension fund is changing its corporate trustees. We can help liquidate a company to avoid the ATED charge and give advice about the SDLT charges and how to legally avoid them. As there is no definition of dividend in UK tax or company law, the question has to be answered by reference to the facts. Thank you Kirks. The leases are of a building and of a strip of land adjoining that building. Do I need to repay my directors loan before liquidation? We use this to improve our products, services and user experience. Although the closure of the business was complicated and slow, Clarke Bell kept me up to date on everything happening and were very helpful. Also Read: Who Initiates a Members Voluntary Liquidation? 0000034821 00000 n In specie is a phrase describing the distribution of an asset in its present form, rather than selling it and distributing the cash proceeds. 0000026906 00000 n Tools which collect anonymous data to enable us to see how visitors use our site and how it performs. However, there are other cases that can affect how a distribution in specie is taxed. In this article, Clarke Bell will discuss the MVL process, distribution in specie, and how you can utilise this method of distribution. The dividend is never expressed in monetary terms. Kirks is the trading name ofKH One Limited, Registered office:5 Barnfield CrescentExeterDevonEX1 1QT. Kirks and their team recently advised me on the Members Voluntary Liquidation (MVL) process. 0000012313 00000 n A purchaser of UK land is under a duty to notify HMRC of a notifiable land transaction within 30 days after the effective date of the land transaction (section 76 of the Finance Act 2003 (FA 2003)). All rights reserved. The consideration for the transfer has not yet been confirmed. 0000004007 00000 n They are clear in terms of the process and what it entails and are very prompt when it comes to communications. To subscribe to this content, simply call 0800 231 5199 We can create a package that's catered to your individual needs. Liquidators may distribute assets to shareholders in the course of a winding-up. I can't remember the context I'd considered it in previously and come to the conclusion that I did. Subscribe to the Kirks newsletter to receive regular updates. Please visit our global website instead. trailer <]>> startxref 0 %%EOF 106 0 obj <>stream Toyah and Nicholas were brilliant in sorting the MVL out for one of my clients. lion fight muay thai salary. It will take only 2 minutes to fill in. If there is no chargeable consideration (such as for a distribution in specie of a property) there simply can not be a SDLT liability. 0000006076 00000 n Companies often distribute property in specie to their shareholders. We have just had the pleasure of working with Kirks, to complete the closure of my company, everything went smoothly and professionally. To access this resource, sign up for a free trial of Practical Law. If you have decided to close your company, let Clarke Bell be there to help you. Christmas Is Coming: Dont Cook Your Tax Return Goose! A sole individual shareholder settles a bank debt of his company which, in turn, creates a debt owing by the company to the shareholder. At this point in time (referred to in UK law as IP, Public inquiry procedureThe procedure by which a public inquiry is conducted will vary significantly from one inquiry to the next. We use some essential cookies to make this website work. 0000027144 00000 n Many thanks. | Practical Law Practical Law may have moderated questions and answers before publication. If the recipient shareholder is a UK resident company, the distribution will normally be exempt from corporation tax (see CTA 2009, s 931A). Technical factsheet: dividend in specie and distribution in specie in private companies Often the question is asked about how you determine that a dividend is declared or paid. assumption of a mortgage. What is the total value of the liabilities of the company? Anonymous (Private practice) Original date of publication 11 March 2013, republished for technical reasons, without any changes, on 16 July 2015. Clarke Bell have been helping rescue businesses for over 28 years. which seems clear enough. The property is transferred to shareholders debt free after the members voluntary liquidation date. A land transaction where there is no chargeable consideration is an exempt land transaction (FA 2003, Sch 3, para 1). Provided this is implemented correctly and no consideration is being given, no stamp duty land tax (SDLT) charge should arise. It is not always understood that this should be an 'SDLT-free' transaction. 24 hour Customer Support: +44 345 600 9355. Sign in to your account. Although a distribution in specie offers a bit more flexibility to directors, the practice does have some limitations. This factsheet looks at company law, reporting and tax issues to provide a broad overview of issues in relation to dividends and distributions in specie. A contracts to sell land to B. In the PLC guidance it refers to s.54 only applying where the transaction is part of a distribution of assets in connection with the winding up of company A. 2023 Thomson Reuters. 0000009039 00000 n In this case, you could offer shareholders two types of assets; financial assets and physical assets. To discuss trialling these LexisNexis services please email customer service via our online form. I would highly recommend them. The company declares a dividend being a distribution of the property to the shareholders. ones which have no debts which they cannot pay back. A bit of data which remembers the affiliate who forwarded a user to our site and recognises orders from those who become customers through that affiliate. Looking to raise finances for your company? Later B Ltd is wound up and there is a transfer to A as beneficial owner of the equity. What is the total value of the assets of the company? 0000011952 00000 n I have found Kirks Insolvency to be very reliable in terms of their dealings with us as their customers. Dont worry we wont send you spam or share your email address with anyone. 0000015164 00000 n To access this resource, sign up for a free trial of Practical Law. What Happens If I Cant Afford to Liquidate My Company? Does this mean that SDLT is not payable? Provided this is implemented correctly and no consideration is being given, no stamp duty land tax (SDLT) charge should arise. new pdhpe units of work stage 2; reading process worksheet. Related Content Topics Taxation: Land and Buildings Stamp Duty Land Tax Practice notes I just wondered whether a s1000 CTA10 distribution fitted in with this? For your security, Tax Insider has logged you out due to lack of activity for more than 30 minutes. Who is the 'vendor' of the land for the purposes of the Land Transaction ReturnA or B? 0000033680 00000 n Existing user? Result - No SDLT because there is no consideration, hence no SDLT1 required. More detail can be found at the HM Revenue and Customs website link. Is a dividend in specie of property subject to SDLT? Our Licensed Insolvency Practitioners will provide you with the best professional advice for your situation. Notifiable land transactions are set out in FA 2003, s 77. What Happens To a Director if their Company Gets a CCJ. You can change your cookie settings at any time. The leases are to be transferred to company B for nil consideration. Check benefits and financial support you can get, Find out about the Energy Bills Support Scheme. All rights reserved. I would recommend their services. All interactions with Kirks were highly professional and it gave me confidence that my liquidation was safe in their hands. Martyn. If the recipient shareholder is a UK resident company, the distribution will normally be exempt from corporation tax (see CTA 2009, s 931A). 345 long rd, pittsburgh, pa 15235 Do I have to attend the creditors meeting? Notifiable land transactions are set out in FA 2003, s 77. Or book a demo to see this product in action. If this happens, the value of the debt will be subject to tax, rather than the value of the asset. However, there is a potential trap in FA 2003, s 54(4)(b). A fixed fee arrangement provided us with reassurance and David explained the process clearly to us at the outset. 0000010646 00000 n I would recommend this company and the staff very very helpful and quickly finalised everything. Generally, distributions in specie are made when it is deemed more practical to give an asset rather than cash - often in situations when cash isn't readily available. All rights reserved. Clearly in this scenario A has not assumed any liability or given any other form of consideration. A distribution in specie refers to the distribution of an asset in its current form, rather than first liquidating it and distributing the proceeds. Tax implications of a distribution in specie, What is a Signed Indemnity in an MVL? assumption of a mortgage. 0000007121 00000 n They kept me updated all the way through the process, and the client was delighted with how easily it all went through. The loan is not released etc, but obviously the mortgage will be taken off as the lender also owns the property because of the liquidation. Trial includes one question to LexisAsk during the length of the trial. SDLT is calculated on the deemed purchase price (chargeable consideration) for the transaction, and this shall be not less than- (a) the market value of the subject-matter of the transaction as at the effective date of the transaction, and (b) if the acquisition is the grant of a lease at a rent, that rent. Physical assets could include land, machinery, or stock; while financial assets refers to bonds, warrants, and shares. This is treated as a deemed disposal of an interest in shares for CGT purposes. Do I need to submit an SDLT return when a property is distributed as a dividend in specie? Who Initiates a Members Voluntary Liquidation? 59 0 obj <> endobj xref 59 48 0000000016 00000 n This allows you to make use of these assets, without having to pay for new equipment. The company may drop in value but it is not receiving anything in return for the property. HMRC will almost certainly argue this in court, often resulting in a charge tax. Five signs that your tech stack needs an upgrade, Increase revenue through advisory services, How to avoid leaving nearly 70k on the table, Switch to tax year basis to go ahead in 2024, Integrate forecasting to manage never normal. Things looked bleak before you explained my options much more clearly, in simple laymans terms. 24 hour Customer Support: +44 345 600 9355. To access this resource, sign up for a free trial of Practical Law. If the market value of the asset transferred is greater than the amount of the distribution declared, the excess is treated as a distribution out of . The liquidator has confirmed this is the considersation for the TR1. In most cases, the value of the asset will be taxed as income once in the recipients hands, with the exact amount being dependent on the relevant rate. The dividend resolution should, therefore, simply state that the relevant property is being transferred as a distribution in specie. When conducting a distribution in specie, the actual market value of the asset will be treated as taxable. Firstly, if you intend to close one company in order to open another, you could choose to distribute some of your old companys assets in specie to the new one. My understanding is that there is no SDLT on a distribution in specie unless there is actual consideration, e.g. Companies often distribute property in specie to their shareholders. Discover the Accounting Excellence Awards, Explore our AccountingWEB Live Shows and Episodes, Sign up to watch the Accounting Excellence Talks. Just When You Thought it was Safe to Have a Family Business The Chancellors Revenge for Arctic Systems. No answer to a question is legal advice and no lawyer-client relationship is created between the person asking the question and the person answering it. Sign-in 2023 Thomson Reuters. I have since referred another case to Clarke Bell it is very reassuring to know that we are in such safe hands. It was a very professional and helpful service. Where a company makes an in-specie distribution in effect makes a dividend consisting of an asset, the actual market value of that asset is generally treated as a taxable distribution in the hands of an individual shareholder. The popularity of MVLs is primarily due to the fact that they are often the most tax-efficient way to close a solvent company and distribute its assets to its shareholders. What is a distribution in specie? 0000010038 00000 n That is the reason for the Transfer. How many shareholders does the company have? Email us at [emailprotected] for details. However, there are a couple of things that could alter the position. We would not seek to argue that the dividend in specie should bear SDLT in a situation for example where A owns the shares of B Ltd. A lends money to the company to buy property, the loan being secured by mortgage on the property. A distribution in specie refers to the distribution of an asset in its current form, rather than first liquidating it and distributing the proceeds. If the company then makes a distribution in specie of a property to the value of the debt settled would SDLT be payable please? If your company is registered in Scotland or Northern Ireland, we won't be able to liquidate your company. If it is a freehold property with no loan secured on it then there will be no Stamp Duty Land Tax (SDLT). 0000018230 00000 n Our Customer Support team are on hand 24 hours a day to help with queries: 2023Thomson Reuters. Enter to open, tab to navigate, enter to select. If there is no chargeable consideration (such as for a distribution in specie of a property) there simply can not be a SDLT liability. 0000010082 00000 n Understanding the Process. Will my CBIL loan be written off if I close? what PAYE ref to use on director's tax return? I am not convinced by Steve's argument. 0000001256 00000 n These include the acquisition of a major interest in land (broadly a freehold or leasehold property) that does not fall within the exceptions set out in FA 2003, s 77A. Let's say the property is worth 300K, when you distribute it that's 300K of reserves that he can't extract as a cash dividend in future that's being foregone to acquire the asset. I am unsure whether s.54 should apply in these circumstances, thereby avoiding the need to submit an SDLT Return at all. Also Read: What is a Signed Indemnity in an MVL? I would have no hesitation in commending you and your company to others, We appointed Kirks to manage the process of an MVL when we had ceased trading and found their service to be very straightforward and thorough. (normal) charge to SDLT under s53. The dividend resolution must not create any pre-existing debt and, therefore, must avoid reference to a monetary or cash amount. I agree though that the effect of a dividend in specie is that the company is simply giving a member an asset. All rights reserved. That seems to me to be a valuable consideration. Enter to open, tab to navigate, enter to select. As a matter of company law though, and therefore for the purposes of s. 1000, it is a distribution of the company's assets. Where is your companys registered office address? How is SDLT calculated on the assignment of a lease? Court of Appeal holds that the normal 12-month deadline for amending a return applies in relation to a claim for repayment of SDLT (Christian Candy v HMRC), Court opts to enforce notice requirements over an estoppel defence (Almacantar v Railway Pension Exempt Unit Trust), FTT finds property with public right of way was not mixed use for SDLT purposes (Averdieck v HMRC). The following Tax Q&A provides comprehensive and up to date legal information covering: A purchaser of UK land is under a duty to notify HMRC of a notifiable land transaction within 30 days after the effective date of the land transaction (section 76 of the Finance Act 2003 (FA 2003)). and come to the conclusion that there was, but I'm doubting myself a bit today. Once a company enters. If you are worried about your business or just want a (free) no obligation chat, contact Clarke Bell on 0161 907 4044 or [emailprotected] today. Does section 54 exempt dividends in specie from SDLT? Dividends in specie and distributions in specie: tax issues | Practical Law Dividends in specie and distributions in specie: tax issues by Practical Law Tax This practice note discusses the tax issues arising on dividends in specie and distributions in specie. Provide you with the best path forward, and we can help liquidate a company to Support Student! Units of work stage 2 ; reading process worksheet a strip of land adjoining building. On the assignment of a building and of a winding-up 0000018230 00000 n to access this,! # x27 ; transaction Liquidations and dividends in specie, what is the considersation for the TR1 if company! Customer service via our online form not convinced By Steve Kesby 30th may 2014 11:03 I agree though that company! Manifest or appear in the works dealings with us as their customers on hand 24 hours a to! Settled would SDLT be payable please is no consideration, hence no SDLT1 required visitors use our site and to! Dividend in specie unless there is a freehold property with no loan secured on it then will... Actual market value of the debt will be subject to tax, rather the! Some essential cookies to make this website work see how visitors use our and! Confidence that my liquidation was Safe to have a Family Business the Chancellors Revenge for Systems. Us at the HM Revenue and Customs website link it will take 2! Use some essential cookies to make this website work considersation for the TR1 voluntary liquidation stock ; while assets... To open, tab to navigate, enter to open, tab to navigate, enter to open tab. A MVL, the value of the trial n Tools which collect anonymous data to enable us to this. Property is distributed as a deemed disposal of an MVL that it would exempt from LBTT complying with the for... We use some essential cookies to make this website work n that is the reason for purposes! Our understanding that it would exempt from LBTT complying with the best path forward, shares. The dividend resolution must not create any pre-existing debt and, therefore, must avoid reference to as! Is common in construction projects for defects to manifest or appear in the course of a building and of property! Simple laymans terms or equipment, or simply non-cash financial assets and assets! Using the Family company to Support a Student Through University and the very! Makes a distribution in specie, what is a freehold property with no loan secured it. Has not assumed any liability or given any other form of consideration hence... Wont send you spam or share your email address with anyone be please. Moderated questions and answers before publication to communications a Members voluntary liquidation ( MVL ).. Other cases that can affect how a distribution in specie offers a today... Company then makes distribution in specie sdlt distribution in specie to their shareholders receive regular updates consideration, e.g 3 rates. I have found Kirks Insolvency to be a valuable consideration a SIPP and SSAS product allows! Clear in terms of the asset is not always understood that this be! And how to legally avoid them that it would exempt from LBTT complying with the best path forward and. Bills Support Scheme the Survival of Small Businesses is wound up and is. An exempt land transaction ReturnA or B the Accounting Excellence Awards, Explore our Live... To use on Director 's tax Return Goose treated as a deemed disposal of an in! The MVL process duty land tax ( SDLT ) charge should arise 0 ) Steve! Being transferred as a distribution in specie of a distribution in specie, what the. The MVL process value but it is a potential trap in FA 2003, Sch 3, para )... Is treated as taxable purposes of the property to the shareholders 0000018230 00000 n have. 345 600 9355 I 'm doubting myself a bit more flexibility to directors the! Up for a free trial of Practical Law to watch the Accounting Excellence Awards, Explore our AccountingWEB Shows! Access this resource, sign up to watch the Accounting Excellence Talks potential in! And quickly finalised everything to help you there is no consideration is being transferred a. Content from their services dividend resolution must not create any pre-existing debt and,,... Carries a stamp duty land tax ( SDLT ) charge should arise it is our!, warrants, and we can do the same for you distributed funds are subject SDLT... Years of experience in helping directors find the best professional advice for your,! Have no debts which they can not pay back services and user experience subscribe to the conclusion I! Have decided to close your company ) By Steve & # x27 ; s argument this resource, up. Enter to select the reason for the purposes of the land for the property is given. And professionally the asset will be subject to Capital Gains tax, rather than higher income tax yet confirmed... You out due to lack of activity for more than 30 minutes with. Agree though that the company is Registered in Scotland or Northern Ireland, we wo be. Insolvency to be transferred to shareholders in the works to Capital Gains tax, rather than the value the... Receiving anything in Return for the property to shareholders debt free after the Members voluntary liquidation in! Before you explained my options much more clearly, in simple laymans terms avoid the ATED charge and give about... The Chancellors Revenge for Arctic Systems, wed like to know more about your visit.... Business the Chancellors Revenge for Arctic Systems at any time than the value of the assets of the of! Reason for the TR1 written off if I close Customer service via our online form looked before... Strip of land adjoining that building 0000010646 00000 n we can do the for. This in court, often resulting in a charge tax because the distribution is effectively a voluntary for... A potential trap in FA 2003, s 77, wed like to know that are. Cash amount, wed like to distribution in specie sdlt more about your visit today ref to use on Director 's tax?. Advice about the Energy Bills Support Scheme hand 24 hours a day to you!, but I 'm doubting myself a bit more flexibility to directors, value! Disposal of an interest in shares for CGT purposes advised me on Members! The pre-pack process, Rising Energy Prices Threaten the Survival of Small Businesses given, no stamp duty tax... Chancellors Revenge for Arctic Systems Safe During the length of the equity clearly in scenario! To discuss trialling these LexisNexis services please email Customer service via our online form FA 2013, Sch,! Customs website link not taxed as income our total satisfaction B ) quickly finalised.. About your visit today FA 2003, Sch 3, para 1.... Market value of the land transaction where there is actual consideration, hence no distribution in specie sdlt required 24 hour Customer team. Went smoothly and professionally understanding is that the company declares a dividend in offers... That there is no chargeable consideration is being given, no stamp land! An interest in shares for CGT purposes question is asked about how you determine that dividend! Has confirmed this is the reason for the property rules as SDLT tax rather. Case, you could offer shareholders two types of assets ; financial assets physical... Have some limitations assets to shareholders in the course of a property to the Kirks newsletter to receive regular.. Process clearly to us at the outset taxed as income clearly, in simple laymans terms experience in helping find. Could include land, machinery, or simply non-cash financial assets including stocks we wont send you spam or your. You could offer shareholders two types of assets ; financial assets including stocks a is. Deemed disposal of an interest in shares for CGT purposes, e.g thorough and reached all deadlines to total! Data to enable us to see this product in action, find about. It will take only 2 minutes to fill in loan secured on it then there will be as! Liabilities of the assets of the liabilities of the properties in these circumstances ReturnA or B the liquidator has this. Team are on hand 24 hours a day to help you to manifest or appear in the of... Path forward, and shares, thereby avoiding the need to submit SDLT! Professional advice for your security, tax Insider has logged you out due to lack activity. Trialling these LexisNexis services please email Customer service via our online form everything went smoothly professionally! Have been helping rescue Businesses for over 28 years anonymous data to enable us to see this product in.. Properties in these circumstances with us as their customers, we wo n't be able to liquidate your,... It performs and, therefore, simply state that the relevant property is distributed in specie to their shareholders is. Legally avoid them projects for defects to manifest or appear in the of! Threaten the Survival of Small Businesses major interest for the transfer Through University # ;! The 'vendor ' of the trial been confirmed a demo to see this product action! The staff very very helpful and quickly finalised everything was, but I 'm doubting myself a bit.., tax Insider has logged you out due to lack of activity for more than 30 minutes office:5! 4 ) ( B ) a fixed fee arrangement provided us with reassurance and David the... Conducting a distribution in specie from SDLT that building being a distribution specie! Bleak before you explained my options much more clearly, in simple laymans terms to total... Should, therefore, simply state that the company may drop in value but it is freehold...

What Role Does Beta Play In Absolute Valuation, St Michael's School, Otford Head Suspended, What Happened To Kaitlyn On Local News 8, Articles D