The following Tax guidance note provides comprehensive and up to date legal information covering:
This Practice Note outlines what is normally covered in a UK tax opinion given by the tax lawyers acting for the UK tax resident securitisation companies involved in a whole business securitisation (also known as an operating asset securitisation).
A special corporation tax regime applies to companies that:
qualify as securitisation companies, and
satisfy two additional conditions:
the unallowable purposes test, and
the payments condition
This tax regime is set out in the Taxation of Securitisation Companies Regulations 2006 (Securitisation Regs) and is often referred to as the permanent securitisation regime. This regime is explained in Practice Note: Asset-backed securitisations—the UK tax treatment by reference to an asset-backed securitisation structure, but can also apply to a whole business securitisation structure, provided all the relevant conditions are satisfied.
In a whole business securitisation, the companies involved in the securitisation often form part of a wider corporate group which includes members that are not involved in the securitisation. This gives rise to tax concerns (which are summarised in Practice Note: Whole business securitisations—UK tax considerations) that need to be covered in the tax opinion. Furthermore, in a whole business securitisation structure, funds are normally raised partly from the securitisation and partly from bank loans. If the bank loans are given to the issuer, it is unlikely to qualify as a note-issuing company since its only funding
**excludes LexisPSL Practice Compliance, Practice Management and Risk and Compliance. To discuss trialling these LexisPSL services please email customer service via our online form. Free trials are only available to individuals based in the UK. We may terminate this trial at any time or decide not to give a trial, for any reason. Trial includes one question to LexisAsk during the length of the trial.
To view the latest version of this document and thousands of others like it, sign-in to LexisPSL or register for a free trial.
Existing user? Sign-in
Take a free trial
Take a free trial
0330 161 1234