CGT on disposal of Leasehold + Goodwill - entrepreneurial relief

[SYR]

My client purchased a business (as a sole trader) in March 2005 and paid £30k for goodwill and £30k for leasehold.

In Jan 2011, he set up a limited company with his wife (50% 50%) and has been trading under the limited company. He retains leasehold and goodwill under his own name. The company pays rent to the landlord direct.

He has an offer of £100k (goodwill £80k, leasehold £20k) from a potential buyer who does not want to buy any shares of the company but to buy the leasehold and goodwill from my client. The buyer will set up a limited company himself. My client's company did have some health and safety issues a couple of years ago and the buyer does not want to take over any "potential liabilities".

Is my client entitled to Entrepreneur Relief since there is no disposal of shares?

[LozaACCS]

The inference is that since the company was formed, the trade has been carried out by it instead of your client as a sole trader, if so your client is not disposing of a business but merely assets used in a business conducted by someone else, so no ER would not be available.
It is not an associated disposal since the disposal of the assets is not associated with the disposal of a business conducted by your client.
The rent situation is odd, if the client has a lease on the property why is the company paying rent to the landlord.

[SYR]

Thanks Loza

Instead of the company paying my client, then my client paying to the landlord - my client decided it's easier for the company to pay rent direct to the landlord.