The following Tax practice note provides comprehensive and up to date legal information covering:
This Practice Note:
explains what a whole business securitisation is—a whole business securitisation may also be referred to as an operating asset securitisation
outlines the key tax considerations that arise on a whole business securitisation due to the fact that the companies involved in the securitisation form part of a wider corporate group, including that:
it is standard for the wider corporate group to give a tax deed of covenant (a tax covenant) in favour of the securitisation group
generally the companies involved in the securitisation should not form part of a VAT group with members that are not part of the securitisation group (see further below), and
suggests how tax-effective hedging can be achieved in cases where the issuer fails to qualify as a note-issuing company for the permanent securitisation regime
For a guide on what to include in a tax opinion on a whole business securitisation, see Practice Note: Whole business securitisations—the UK tax opinion.
For the tax considerations relevant to an asset-backed securitisation, see Practice Notes:
Asset-backed securitisations—the UK tax treatment, and
Asset-backed securitisations—the UK tax opinion
A whole business securitisation (also known as an operating asset securitisation) differs from the usual asset-backed securitisation transactions in that it does not involve a sale of a pool of assets to a special purpose vehicle (SPV). A whole business securitisation is
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