The senior accounting officer (SAO) regime was introduced by Schedule 46 to the Finance Act 2009 (FA 2009) with the aim of ensuring that qualifying companies have adequate tax accounting arrangements in place so that the correct tax liabilities are reported to HMRC. The regime applies to financial years beginning on or after 21 July 2009. The aim of the regime is supported by: • a qualifying company's obligation to notify HMRC of the identity of its SAO or, if there were successive SAOs for the relevant financial year, each individual that was the SAO for any part of that year (see Practice Note: Introduction to senior accounting officer (SAO) requirements—Notification of SAO details to HMRC) • the SAO’s obligation, referred to as the SAO’s main duty, to take reasonable steps to ensure that the qualifying company has appropriate tax accounting arrangements in place (see Practice Note: Duties of a senior accounting officer (SAO)—Main duty) • the SAO's obligation to file a certificate for each financial year confirming that the company had appropriate tax accounting arrangements or, where

Dispute Resolution analysis: The senior costs judge, Master Gordon-Saker, in assessing the costs of eight lead claimants, who brought claims in the first wave of litigation against the Mirror Group, has considered what constitutes proportionate costs. Of importance in this case, was the value of the non-monetary relief together with wider factors being that the claims were of ‘significant public importance’, had a large impact upon the reputations of the claimants involved and the vindication for the claimants in pursuing the proceedings. Taken together these justified the conclusion that costs could be proportionate even though they exceeded the damages’. Sean Linley, legal costs and funding specialist at PIC Legal, comments on what the decision means for costs recovery in litigation.

The independent non-executive director designated by the board to be the senior independent director in accordance with the guidelines in the UKCG Code.

Intercreditor agreements are complicated and detailed arrangements between two or more sets of creditors, requiring careful consideration both in terms of the level of rights and protections each class of creditor gets and to ensure the arrangements work economically in the context of the respective loan arrangements. For information on intercreditor arrangements in a general context, see Practice Notes: • Introductory guide to Intercreditor Agreements • Intercreditor payment priorities and requisite majorities, and • Basic introduction to super senior, senior, mezzanine and junior debt Intercreditor agreements are frequently seen in real estate finance transactions because many lenders are only prepared to lend on a senior basis up to a specified loan to value (which varies from deal to deal according to the nature of the underlying real estate, the ultimate risk profile of the transaction and prevailing market conditions). Often, for a variety of reasons, borrowers require a higher leverage. Mezzanine lenders can assist to fill this funding gap. While each transaction is subject to commercial negotiation,

This Practice Note provides high-level information on the key requirements of the Senior Management Arrangements, Systems and Controls sourcebook (SYSC), namely SYSC 2, SYSC 3 (and the related guidance in SYSC 13), SYSC 4, SYSC 5, SYSC 6, SYSC 7, SYSC 8, SYSC 9, SYSC 10, SYSC 15A and SYSC 19. For guidance on the remaining chapters of SYSC, see the separate Practice Notes within this Systems and controls—overview. Parallel requirements for dual-regulated firms are set out in the Prudential Regulation Authority (PRA) Rulebook and in PRA Supervisory Statements (SSs). In this Practice Note, links to the rules in SYSC are accompanied by links to the corresponding provisions in the PRA Rulebook and in SSs. For high-level guidance on how to locate the PRA Rulebook and SS provisions which correspond to the various Chapters of SYSC, see Senior management arrangements, systems and controls—FCA and PRA checklist, which contains a map of: the requirements of SYSC, the corresponding requirements of the PRA as set out in the PRA Rulebook and in SSs, and the entities

FCA and PRA senior management arrangements, systems and controls requirements The senior management arrangements, systems and controls requirements of the Financial Conduct Authority (FCA) are set out in the Senior Management Arrangements, Systems and Controls sourcebook (SYSC) contained in the FCA Handbook. The senior management arrangements, systems and controls requirements of the Prudential Regulation Authority (PRA) are set out in various parts of the PRA Rulebook and in PRA Supervisory Statements (SSs). This checklist contains a map of the requirements of the different chapters of SYSC and the corresponding senior management arrangements, systems and controls provisions set out in the PRA Rulebook and SSs. Information on the entities that fall within scope of SYSC is set out in summary in SYSC 1.1A.1G and in detail in SYSC 1 Annex 1 and the relevant chapter of SYSC. Detailed information on the entities that fall within scope of PRA Rulebook provisions (and associated SSs) can be found in the relevant part of the PRA Rulebook Senior management arrangements, systems and controls checklist

Law360, London: The Financial Conduct Authority's (FCA) proposed £8.2bn car finance redress scheme would force senior managers of lenders to put their heads on the block by attesting that they have adequate systems to identify customers for compensation, with wrong decisions risking enforcement action by the regulator, lawyers have warned.

A senior officer within the context of the Bribery Act 2010 means, in relation to a body corporate, its director, managers, secretary or similar officer, in relation to a partnership managed by its members, its members and in relation to a Scottish partnership, its partners.

Dear [Applicant], Your Senior or Specialist Worker entry clearance visa We have been instructed [by [Sponsor]] to assist you [and your dependants] with an application for entry clearance to the UK (a visa) under the Global Business Mobility (GBM)—Senior or Specialist Worker route. This route is for established workers who are being transferred by their existing employer to do a skilled role in the UK. Eligibility To be eligible for a Senior or Specialist Worker visa, you must be currently working for [Sponsor]’s group overseas and [have worked with [Sponsor] outside the UK for 12 months and earn at least £52,500 per annum and the relevant going rate for your SOC 2020 occupation code OR earn at least £73,900 per annum and the relevant going rate for your SOC 2020 occupation code and therefore be classified as a ‘high earner’ by the Home Office] in a role that is listed as eligible for the route in [Table number] of Appendix Skilled Occupations of the Immigration Rules. I understand that you have been employed by [Sponsor]

Dear [Applicant], Your Senior or Specialist Worker visa I am pleased to confirm that your Senior or Specialist Worker visa has been approved. [The visas for your dependent family members have also been approved]. Initial entry and your eVisa You [and your dependants] have been granted immigration permission valid from [Start date] to [End date]. The Home Office has issued a visa for you [and your dependants] in digital format (also known as an ‘eVisa’). This means that you [and your dependants] will not receive an endorsement in your passport[s] or a physical document confirming your grant of permission. [Your permission is linked to your biometric passport which was used in your visa application. Please use the same passport to enter the UK.] [Before you travel to the UK, you will [each] need to create a UKVI account, in order to access your eVisa and link your passport. To do this, you should go to the Home Office’s Access and use your online immigration status page on GOV.UK. You will need your current valid passport and the

This refers to an issue of high-yield bonds that are being used instead of or alongside (and ranking pari passu) with senior facilities. Senior secured notes may be used in a structure with a super-senior RCF. A structure using senior secured notes can be contrasted with the traditional structure using high yield where the high-yield debt is contractually and structurally subordinated to the senior facilities.

ARCHIVED: This Practice Note was archived and is not maintained. This Practice Note discusses two types of provisions that are frequently included in intercreditor agreements that involve both senior and mezzanine lenders: • controls on the ability of senior and mezzanine lenders to amend financing terms without consent from the other creditor class, and • senior creditor controls over payments to mezzanine lenders from the borrower group The note gives an overview of the provisions and highlights commonly negotiated areas. For an explanation of the different provisions found in intercreditor agreements, see Practice Note: Intercreditor agreement—key provisions and for an introduction to senior/ mezzanine intercreditor agreements in particular, see Practice Note: Senior/mezzanine creditor intercreditor issues—introduction [Archived]. For a straightforward intercreditor agreement with accompanying drafting notes, see Precedent: Intercreditor deed—single company borrower—single secured senior lender—single secured junior lender—single unsecured subordinated lender. More detailed information on enforcement issues can be found in Practice Note: Senior/mezzanine creditor intercreditor issues—enforcement [Archived]. Practice Note: Intercreditor rights comparison table—junior debt instruments provides