This is the term used to refer to the Pensions Act 2004 provisions aimed at preventing employers from using corporate structures to avoid pension liabilities.

The preamble to the Organisation for Economic Co-operation and Development (OECD) model tax convention (MTC) contains an explicit statement to the effect that, in entering into the double tax treaty (DTT), the contracting states do not intend to create opportunities for tax avoidance and are not obliged to grant the benefits of a DTT where there are arrangements that constitute an abuse of the relevant treaty. There are, broadly, two ways that DTTs counter abuse arrangements: • specific anti-avoidance provisions which prevent a particular treaty article applying to a transaction or item of income (eg the articles concerned with dividends, interest and royalties). These include ‘beneficial ownership’ requirements and anti-conduit rules which are intended to ensure that the legal recipient of the income is also the economic beneficiary, and • general anti-avoidance provisions that restrict the application of the treaty. This includes: ◦ the principal purpose test (PPT), which denies treaty benefits where one of the main purposes was to obtain those benefits, and ◦ the limitation of benefits (LOB) provision, which denies treaty benefits

The Landlord and Tenant (Covenants) Act 1995 (LT(C)A 1995) establishes a statutory scheme relating both to the transmission of the benefit and burden of lease covenants and the release of landlord and tenant covenants in relation to any ‘new tenancy’ (as defined in LT(C)A 1995, s 1, ie most leases granted on or after 1 January 1996). Between 2010 and 2016, a series of cases considered the comprehensive anti-avoidance provisions under LT(C)A 1995, s 25 in the context of the liability of guarantors. The cases highlighted that the anti-avoidance provisions, combined with the provisions relating to the release of guarantors under the statutory scheme, can cause significant issues when structuring transactions that involve the assignment of a ‘new tenancy’ and guarantors of the tenant covenants, particularly in the context of group companies. This Practice Note, looks at: • the principles established by those cases • how they should be applied in practice, and • transaction structures that should be avoided It includes diagrams illustrating the relevant principles and summaries of the

This Practice Note introduces the legal and regulatory framework designed to prevent bribery and corruption involving financial services firms. It provides an overview of: • the role of the Financial Conduct Authority (FCA) and the FCA’s requirements on authorised financial services firms to have in place systems and controls to prevent bribery and corruption • the FCA’s guidance to assist firms in their anti-bribery and corruption (ABC) compliance—the Financial Crime Guide (FCG) and Financial Crime Thematic Reviews (FCTR) • FCA enforcement action for ABC failures • the Bribery Act 2010 (BA 2010) and the Ministry of Justice Guidance on BA 2010 • further guidance on ABC programmes relevant to financial services Key points • the FCA does not enforce BA 2010 • the FCA requires firms to have appropriate systems and controls in place to prevent financial crime, including bribery and corruption, but this is distinct from the provisions of BA 2010 • a firm’s senior management is required under the regulator’s Senior Managers and Certification Regime (SM&CR) to ensure

Question Correct answer 1. How many offences does the Bribery Act 2010 contain? (b) Four 2. What is the ‘bribing another person’ offence? (c) Offering or giving something to someone else in return for them doing something for you improperly 3. Would you be committing an offence if you were to accept a large sum of

How to use this test These questions are designed to test your understanding after your attendance at our training on avoiding bribery and corruption. After you have completed this test, please return it to [insert name]. General col style="width: 50%;"> Name of person completing test [Insert name] Role [Insert role] Date [Insert date] Multiple choice questions Circle the correct answer. Question Multiple choice answers 1. How many offences does the Bribery Act 2010 (BA 2010) contain? (a) Three(b) Four(c) Ten 2. What is the ‘bribing another person’ offence? (a) Trying to bribe an individual with the intention of influencing that individual in

1 Anti-bribery and corruption officer (ABC Officer) details Name of organisation [Insert name] Name of ABC Officer [Insert name] Reports to [Insert name] Full-time/part-time □ Full-time□ Part-time Details of any other roles held within the organisation [Insert details] Date appointed by the organisation [Insert date] 2 Role summary The Bribery Act 2010 (BA 2010) contains an offence of failure to prevent bribery, to which relevant businesses are exposed. It is a defence to prove that the organisation had adequate procedures to prevent bribery. The ABC Officer is responsible for ensuring procedures are in place. 3 Job description/Role profile 3.1 Develop and oversee [insert organisation’s name]’s systems and controls regarding anti-bribery and corruption. 3.2 Support and co-ordinate senior management

1 Introduction 1.1 Bribery and corruption remain major issues in world trade, despite the many dedicated efforts to prevent them. They are very damaging to the societies in which they occur. They: 1.1.1 divert money and other resources from those who need them most; 1.1.2 hinder economic and social development; 1.1.3 damage business, not least by increasing the cost of goods and services. 1.2 Our legal obligations are primarily governed by the Bribery Act 2010 (BA 2010). BA 2010 affects us as a UK organisation if bribery occurs anywhere in our business. 1.3 We run our business[es] with integrity and in an honest and ethical manner. All of us must work together to ensure [insert organisation’s name] remains untainted by bribery or corruption. 1.4 This policy is a crucial element of that effort. It has the full support of the [insert, eg Board]. It sets out the steps all of us must take to prevent bribery and corruption in our business[es] and to comply with relevant legislation. 1.5 If you have any questions on this policy, please contact [insert, eg your line manager or the ABC Officer]. 2 What are bribery

1 Introduction 1.1 Bribery and corruption remain major issues in world trade, despite the many dedicated efforts to prevent them. They are very damaging to the societies in which they occur. They: 1.1.1 divert money and other resources from those who need them most; 1.1.2 hinder economic and social development; 1.1.3 damage firms, not least by increasing the cost of goods and services. 1.2 Our legal obligations are primarily governed by the Bribery Act 2010 (BA 2010). BA 2010 affects us as a UK commercial organisation if bribery occurs anywhere in our firm. 1.3 We run our firm with integrity and in an honest and ethical manner. All of us must work together to ensure it remains untainted by bribery or corruption. 1.4 This policy is a crucial element of that effort. It has the full support of [insert, eg Senior management]. It sets out the steps all of us must take to prevent bribery and corruption in our firm and to comply with relevant legislation. 1.5 If you have any questions on this policy, please contact [insert, eg the Anti-Bribery and Corruption Officer (ABC Officer)]. 2 What are

Please click for an Excel version of this register. General Insert course name/description and reason for training. Course name/description [Insert

We run our business[es] with integrity. All of us must work together to ensure our business[es] remain[s] untainted by bribery and corruption. This FAQ document, which is integral to that effort, guides us on how we can best achieve our business goals in a way that is consistent with our commitment to counter bribery and corruption. 1 Do the same rules and regulations relating to gifts and hospitality apply in every country? No. Rules and regulations differ in every country, and in the United States the rules and regulations are different for the federal government than for individual states and they differ among the different states. [Insert organisation’s name] sets out the appropriate gift and hospitality limits in the countries where it does business in our [international permissible gifts/hospitality limits table]. 2 A vendor gave me a seasonal gift. May I accept it? You may accept infrequent gifts valued at no more than £[x] (or local currency equivalent), but even within these limits you must take care to avoid the appearance that the gift might influence your decisions

The following language must be included on invitations and signs for conferences, receptions and meetings at which refreshments will be served and government officials may be present: Invitations This event will include refreshments valued at no more than £[x] per person, and possibly promotional items valued at no more than £[x] per person. If you are not allowed under your applicable laws or policies to accept either or both of these offers, we will provide