Should HMRC value goodwill?

We all know what goodwill is that favourable disposition that a business fights hard to win but never really owns. A formal definition is quite another matter however as the OECD’s consultation on its intangibles discussion draft has proved. HMRC’s Jon Clark told the 12 November consultation in Paris that it was right to view goodwill as an intangible as goodwill is property under most common law territories such as the UK.

Is that correct? True common law protects a business from actions such as passing off that might otherwise harm the favourable disposition upon which a business relies. But that’s hardly a right to require customers or employees to continue their favourable disposition beyond their wishes. Dispositions only protected by continuing to behave and act in a manner that maintains it. Even a business transfer can only involve a seller’s commitment to do everything possible...