It is not unusual for residential property to be let to a corporate entity, to be used, for example, to provide a home for a director or other employee of the company, either by way of a sub-tenancy or more often a licence. The tenancy will usually provide for a permitted occupier and the terms of that occupation and will usually seek to ensure that a sub-tenancy is not created. The tenancy is governed by the terms of the contract entered into

Is the arrangement a tenancy at will or Landlord

Creating the security There are two elements to this Q&A. Firstly, can the director create security over the shares and loan notes they own in/from the company to secure a liability due to the company. As the shares/loan notes are assets of the director they can be the subject of security created by them to any third party. The second element is the question as to what type of security can be taken by the company in relation to those assets. Share security It is not possible for the company to own its own shares and therefore a legal mortgage of the shares will not be available. Although, special provisions of the Companies Act 2006 allow share buyback and the holding of shares in treasury they would not appear to be applicable to this situation. However,

If there is a share purchase, the identity of the employer remains unchanged and, if the new owner wants to ensure that a key employee or MD signs up to a new long-term contract, this will be a matter for negotiation between the parties. For further information on employment issues on share purchases, see Practice Notes: • Share purchases—employment issues acting for the buyer • Share purchases—employment issues acting for the seller If there is an asset purchase to which the Transfer of Undertakings (Protection of Employment) Regulations 2006 (TUPE 2006), SI 2006/246 applies then, subject to an employee's right to object to the transfer (see Practice Note: Employee transfer—Employee right to object to the transfer, the contracts of employment of those employees employed by the transferor and 'assigned to the organised grouping

Trusts of land may: • be created expressly (section 53(1)(b) of the Law of Property Act 1925 (LPA 1925) requires that any declaration of trust ‘must be manifested and proved by some writing signed by some person who is able to declare such trust’)—the declaration of trust may be contained in a transfer to the registered proprietors, or in a separate trust deed, or in a separate (less formal) document • arise from the parties’ conduct, or • be imposed by statute, eg where land is transferred to two or more persons (LPA 1925, ss 34–36) Where there is more than one beneficial owner of real property, or where the beneficial owner differs from the legal owner, a trust of land will arise—see

Background Section 1029 of the Companies Act 2006 (CA 2006) deals with the restoration of a company to the company’s register by the court. The court will allow anyone appearing to have an interest in the restoration of a company to bring an application to restore a company by court order. Where the requirements of the Registrar have been met and the Treasury Solicitor (or solicitor for the Duchy of Cornwall or Duchy of Lancaster (as applicable)) gives his consent to the restoration,

Business tenancy A ‘business tenancy’ is defined as a tenancy regulated by the Landlord and Tenant Act 1954 (LTA 1954). LTA 1954, Pt II applies to tenancies where the property comprised in the tenancy is or includes premises which are occupied by the tenant for the purposes of a business that he or she carries on. Application The LTA 1954, s 23 provides that a tenancy is within the LTA 1954 if the whole or a part of the demised premises is occupied by the tenant for the purposes of his business or for those and other purposes. The expression 'business' includes any trade, profession or employment. It also includes any activity carried on by a body of persons, whether corporate or unincorporate. Therefore, there are three essential conditions if the protection of the Act

Whether or not an underlease survives determination of a headlease, and if so, what the superior landlord’s obligations are in respect of that underlease depends on how the headlease was determined. Whilst the general

This Q&A is about the personal liability in negligence of a director as an individual relating to an investment opportunity. The question is predicated on the basis that a limited company (of which the individual is a director) is being pursued for breach of contract and negligence. The question assumes that: the investment opportunity is in another entity, not in the company itself; any right of action against the director personally relates to the same investment

For the purposes of this Q&A, we have assumed that the properties are in the UK. We have further assumed that the company is not a property trader or developer and did not acquire the properties with the intention of realising a gain on their disposal. For information on determining whether a property transaction is an investment or trading activity, see Practice Note: Dealing in property or property investment? A grant of a lease is

We have assumed that the company is UK resident and that the dividend is not being paid between companies that are members of the same group for tax purposes. When considering the tax treatment of this transaction from the perspective of the distributing company, the first step should be to consider whether it will fall within the rules on loan relationships, or those on corporation tax on chargeable gains. A loan note held by a company will normally be a loan relationship for tax purposes. A disposal of a loan note would therefore normally be taxed under the loan relationship rules, as a result of

Where a company was subject to an insolvency procedure before it was dissolved, for the court to place it back in that same position on restoration will largely depend on whether or not the insolvency procedure had formally concluded before the dissolution and whether the relevant insolvency practitioner had resigned or formally vacated office before the company was dissolved. In circumstances where the company was in liquidation when it was struck off the register, the court will not be required to