We have assumed for the purposes of this Q&A that the framework agreement contemplated is subject to Public Contracts Regulations 2015 (PCR 2015), SI 2015/102. Following the decision in Royal Borough of Kensington and Chelsea v Lessees of 1-124 Pond House, Pond Place, London SW23 [2015] UKUT 395 (LC), it is now commonly accepted that framework agreements can be qualifying long term agreements (QLTAs) under which costs are incurred and therefore can be subject to statutory consultation requirements. For more detailed

This Q&A considers the restrictions on ipso facto clauses under section 233B of the Insolvency Act 1986 (IA 1986) and the impact on a supplier’s contractual rights to repossession under a retention of title clause which might otherwise be triggered upon a customer insolvency event. The Corporate Insolvency and Governance Act 2020 (CIGA 2020), which received Royal Assent on 25 June 2020 and took effect on 26 June 2020, inserts a new section 233B into IA 1986 preventing suppliers from terminating contracts or supplies when a customer becomes insolvent (known as ipso factor clauses). Ipso facto clauses are common place and are routinely included in commercial contracts enabling a supplier, upon the occurrence of an insolvency-related event, to terminate a contract. These clauses are usually coupled with retention of title clauses (ROT) and together they allow a supplier’s

The stamp duty land tax (SDLT) treatment of a surrender and regrant of a lease over commercial premises is potentially very different to the SDLT treatment of the grant of a reversionary lease over commercial premises; though, both achieve the objective of extending the term of the lease. Where a lease is varied so as to extend the term of the lease, the variation will take effect as a surrender and regrant. This means that both parties to the lease, the landlord and the tenant, will acquire a chargeable interest for SDLT purposes. The landlord will acquire the surrendered lease and the tenant

The fifth people with significant control (PSC) condition (as provided in paragraph 6 of Schedule 1A Part 1 to the Companies Act 2006) states that: • the trustees of a trust or the members of a firm that, under the law by which it is governed, is not a legal person meet any of the other specified conditions (in their capacity as such) in relation to company Y, or would do so if they were individuals, and • X [the potential PSC] has the right to exercise, or actually exercises, significant influence or control over the activities of that trust or firm It

Liability status of a 'knowing permitter' The term ‘knowingly permitted’ has significant liability implications in the context of the contaminated land regime Environmental Protection Act 1990, Part IIA (EPA 1990) If an innocent seller or buyer becomes a Class A ‘knowing permitter’, they will be targeted as a first tier ‘appropriate person’, as well as well as the Class A causer(s) of the contamination This can make a Class A ‘knowing permitter’ liable for all the costs of remediation action—investigations, clean up and monitoring, as well as being subject to legal investigations and proceedings. Note that: • If a Class A person can be found, the Class B owner or occupier will not be liable • Class A liability remains with a ‘knowing permitter’ after the sale of the property, unless successfully legally transferred What is the legal test for 'knowingly permitting'? This is not set out in EPA 1990 so we need to look at parliamentary intention, guidance and case law. The Contaminated Land Statutory Guidance

Ireland-Corporate analysis: This article, written by Ciaran Flynn, Head of Governance and Consulting Services, and Emma Hickey, Associate Director, Governance and Consulting Services, of Arthur Cox LLP, notes that it seeks to explore some of the key considerations for organisations when differentiating between the board’s and the executives’ information needs, highlighting the different reporting expectations at each level and the role of clear, structured information flow in supporting effective oversight and governance.

We cannot provide advice on this specific scenario although the following points are relevant to the question of whether assets held within a trust for a disabled beneficiary under section 89 of the Inheritance Tax Act 1984 (IHTA 1984) are likely to be taken into account in an assessment for means-tested benefits. The type of disabled persons trust A trust for disabled persons under IHTA 1984, s 89 can either be discretionary or can grant a life interest for

This Practice Note considers the residual liability provisions, which are the back-stop of the benefits code as they provide a means of calculating the value of benefits provided to employees if neither the money’s worth principle nor any specific computational rule applies. This Practice Note explains how the taxable amount on such residual benefits is calculated, including where the marginal additional cost principle applies, where the benefit is the private use of an asset and where the benefit is the transfer of a used or depreciated asset. The ‘fair bargain’ principle is also briefly considered. The residual liability provisions are the back-stop of the benefits code, providing a means of calculating the value of a benefit provided to an employee if neither the money’s worth principle nor any specific computational rule applies. The benefits code rules are contained in Part 3, Chapters 2-11 of the Income Tax (Earnings and Pensions) Act 2003 (ITEPA 2003), with the residual liability provisions contained in Chapter 10. For an overview of the charge to income

This Practice Note deals with the basic principles of income tax on employment income that exist as part of the UK’s comprehensive code for the taxation of employment income, and how they apply to earnings. The components of general earnings are considered (namely earnings under section 62 of Income Tax (Earnings and Pensions) Act 2003 (ITEPA 2003) and amounts treated as earnings, eg taxable benefits), as well as the distinction between general earnings and specific employment income, the jurisdictional scope of the charge to income tax on general earnings and the timing of the income tax charge on general earnings of employees, directors and other office holders. The UK has a comprehensive code for the taxation of employment income. This Practice Note deals with the basic principles of income tax on employment income and how they apply to earnings. It should be borne in mind that any type of reward received in relation to an individual’s employment may result in income tax and National Insurance contributions (NICs) charges (in the case of NICs, potentially

This Practice Note focuses on the tax treatment of non-cash earnings, often referred to as benefits or as benefits-in-kind, that are not shares or securities and do not fall within the disguised remuneration provisions. The charge on ‘money’s worth’ under section 62 of the Income Tax (Earnings and Pensions) Act 2003 (ITEPA 2003) is considered together with an overview of the benefits code, including the charge on residual benefits. In addition to cash earnings, such as wages or salaries, many reward packages include non-cash items, such as the provision of a car, health insurance or childcare. An employer might also pay certain bills on behalf of the employee, for example in respect of a home landline, or utility bills. These non-cash earnings are often referred to as benefits-in-kind or simply as benefits. Non-cash earnings may be charged to income tax on employment income under a number of different provisions, including: • the charge on earnings in section 62 of ITEPA 2003—if the benefit constitutes money's worth • specific provisions in ITEPA 2003, Pt 7 relating

Where an employee or director acquires, holds or disposes of shares or securities in connection with their employment, income tax on employment income can arise under one or more of the following key charges relating to: • earnings—the Weight v Salmon charge • residual benefits • employment-related securities, and • notional payments resulting in income tax: ◦ payable by an employer (via pay as you earn (PAYE)), and ◦ which is not reimbursed by the employee to the employer within 90 days after the end of the relevant tax year (referred to in this note as notional payments not made good) The main charge on earnings and the residual benefits charge are described below. These charges are particularly relevant when an employee or director acquires shares in their employing company (or a connected company). Such shares may be issued directly to an incoming employee or director or transferred by one of the existing shareholders. To explain how each of these charges sits within the framework of income tax on employment

Law360: In an unprecedented move, as part of the 14th sanctions package adopted on 20 June 2024, European Union Member States agreed to extend partner countries subsidiaries' exemption for three months until 30 September 2024, likely due to the workload faced by the regulators and a lack of guidance to businesses as well as the authorities.