Accounting purpose meaning

STOP PRESS: A major, wide-ranging overhaul of the UK listing framework took effect on 29 July 2024, abolishing the premium and standard listing segments and introducing a unified category for equity shares of commercial companies. That commercial companies category is strongly disclosure-led and sits alongside other listing categories, including the shell companies, secondary listing and closed ended investment fund categories. A new UK Listing Rules sourcebook commenced to deliver these reforms, and the previous Listing Rules sourcebook was withdrawn at the same time. For more detail, see Practice Note: Reform of the UK listing regime—fundamentals for guidance. This Checklist represents the listing regime as it existed before 29 July 2024. A limited company may acquire its own shares if certain conditions set out in the Companies Act 2006 (CA 2006) are satisfied under that statute. This is commonly referred to as a share buyback or a purchase of own shares. In addition to the provisions of the CA 2006, further rules and guidelines are relevant to a listed company...

Purpose of checklist This checklist aims to set out the types of considerations that must be kept in view-and for which client instructions will be required-when preparing a joint venture agreement (JVA) and articles of association for a corporate real estate transaction. For further key points to address when drafting a JVA, see Checklists: Corporate joint venture preliminary issues-checklist and Joint venture shareholders’ agreement-checklist. See also Practice Note: Property Joint Ventures-general issues for a summary of the commercial matters the joint venture parties will need to weigh when establishing a property joint venture (JV). Corporate real estate JVs typically involve collaboration between parties able to source real estate (with one party possibly owning, and contributing to the joint venture company (JVC), the property to be developed), provide substantial capital to the JVC, supply or arrange debt funding (to finance the development) and offer the expertise to develop and/or manage the property. The JVA will document the parties’ agreement on their respective rights in relation to issues such as management...

This Checklist highlights the principal points to weigh up when entering into, drafting, or reviewing contractual joint venture arrangements. It addresses the legal, regulatory and practical aspects surrounding such arrangements. For background, see Practice Notes: Contractual joint ventures; Drafting a contractual joint venture agreement; and Drafting for particular types of contractual joint venture. Preliminary issues for consideration What is the current position of the parties’ discussions? See Practice Note: Pre-contractual representations and statements. Is a confidentiality undertaking needed from one, some or all parties or their affiliates? See Practice Note: Practical steps to protect or obtain access to confidential information and Precedents: Confidentiality agreement—contractual joint venture; Confidentiality agreement—one-way—pro-discloser; Confidentiality agreement—one-way—pro-recipient; and Confidentiality agreement—mutual. Do the parties intend to reserve a period of exclusive negotiation? See Practice Note: Exclusivity in contract negotiations. Identify any potential roadblocks to the deal (for example, competition issues, regulatory consents or licences) and how to address them. See Practice Notes: Competition law and joint ventures; Analysing horizontal agreements under...

In this issue: Companies and corporation tax International Taxes management and litigation VAT Employment taxes Daily and weekly news alerts New and updated content Dates for your diary Trackers Useful information Companies and corporation tax Extensive new R&D guidance published in CIRD Manual HMRC has issued comprehensive, updated guidance on the combined R&D expenditure credit regime and the enhanced R&D tax relief for R&D‑intensive, loss‑making SMEs. These constitute the two reformed arrangements that deliver corporation tax relief to companies for qualifying research and development costs incurred in accounting periods commencing on or after 1 April 2024. As highlighted in the HMRC Manuals tracker below, the fresh material, set out in the Corporate Intangibles Research and Development Manual (CIRD Manual), sets out details of both regimes and shared concepts, including descriptions of categories of eligible spending, how the PAYE cap applies to claims under each scheme and the going concern condition, alongside guidance on claim...

In this issue: Finance Companies and corporation tax Private equity and venture capital Stamp and transfer taxes VAT Employment taxes Individuals and income tax Reorganisations, restructuring and insolvency LexTalk®Tax: a Lexis®Nexis community Daily and weekly news alerts Dates for your diary Trackers New and updated content Useful information Finance Court of Appeal reviews the scope of ‘annual interest’ and ‘beneficial entitlement’ for interest WHT (Hargreaves Property Holdings Ltd v HMRC). As noted in Tax weekly highlights—18 April 2024, the Court of Appeal in Hargreaves affirmed the FTT and UT decisions that the company was required, under section 874 of the Income Tax Act 2007, to deduct withholding tax from specified interest payments. The company maintained that the beneficial entitlement exception in ITA 2007, s 933 was engaged because the right to the accrued interest had been transferred to a UK resident company. The Court of Appeal rejected that position, concluding...

In this issue: Corporate governance Regulatory HMRC Manuals tracker Useful Information Weekly highlights from other practice areas Corporate governance FRC publishes guidance supporting the UK Corporate Governance Code 2024 The Financial Reporting Council (FRC) has released refreshed guidance to assist companies with applying the UK Corporate Governance Code 2024 (issued last week—see: Share Incentives weekly highlights—25 January 2024—Corporate governance). Although it is not an integral component of the Code, the guidance is designed to help organisations interpret the updated provisions by offering additional advice, depth and illustrations. Instead of prescribing compulsory actions, it seeks to promote constructive dialogue and collective decision-making so that companies can embed the Code’s principles effectively. The guidance is structured to reflect the Code’s own layout, covering: section 1—board leadership and company purpose section 2—division of responsibilities section 3—composition, succession and evaluation section 4—audit, risk and internal controls section 5—remuneration The UK Corporate...

Background There are statutory provisions on the notices and statements that must be given on an auditor ceasing to hold office. Section 18 and Schedule 5 of the Deregulation Act 2015 (DA 2015), which came into force on 1 October 2015, introduced a number of changes in relation to auditors, which include the statutory provisions dealing with the notices and statements required on an auditor ceasing to hold office. The amendments have effect in relation to financial years beginning on or after 1 October 2015. For the purpose of the notices and statements required on an auditor ceasing to hold office, DA 2015 amended the Companies Act 2006 (CA 2006) to make a distinction between public interest companies and non-public interest companies (each being treated slightly differently), rather than the distinction between quoted companies and unquoted companies (again, each being treated slightly differently) which applied before DA 2015 amended the CA 2006...

This Practice Note outlines: the principal corporation tax consequences when a UK‑incorporated company enters administration in the UK; and certain other tax considerations that may arise during the course of the administration Administration is a highly adaptable procedure and has become a popular means of addressing, and in many instances rescuing, insolvent businesses. It provides breathing space to enable a rescue or a restructure, or to achieve a better outcome for all creditors than would be possible on liquidation. Administration is an entirely statutory process. When reforms were introduced by the Enterprise Act 2002 (EnA 2002), inserting Schedule B1 into the Insolvency Act 1986 (IA 1986) for administration, HMRC also brought in specific tax rules to cover certain matters, although these are not comprehensive. For fuller discussion of the administration process, see: Administration—overview and, below: What is an administration and what is its purpose? From a tax perspective, the implications of administration can be far‑reaching, and without careful consideration there...

STOP PRESS A refreshed UK Corporate Governance Code (UKCG Code) was released on 22 January 2024 (the 2024 UKCG Code). It introduces modest amendments to the 2018 iteration (2018 UKCG Code). The 2024 UKCG Code takes effect for accounting periods commencing on or after 1 January 2025, save for Provision 29—covering the board’s declaration on internal controls—which applies to periods beginning on or after 1 January 2026. In parallel, the best practice guidance that accompanied the 2018 UKCG Code has been consolidated into a single digital resource supporting the 2024 UKCG Code. For more detail, see News Analysis: UK Corporate Governance Code 2024 published—what’s changed? This Resource Note distils the principal provisions of Section 1 (Leadership and Purpose) of the UK Corporate Governance Code and signposts pertinent third-party materials, guidance, commentary and analysis, together with resources, to provide practical assistance on applying the Code...

Introduction: This questionnaire concerns the intellectual property (IP) audit overseen by [ contact name ] in [ identify department ]. IP covers intangible business assets, described further below, including: copyright works software confidential information databases trade marks (brands and logos) domain names patents inventions designs Reasons for the audit: The purpose of this audit is to [ review our business's IP and the measures taken to protect it. ] This review is required for [ risk management, legal compliance, accounting and tax planning ] purposes. Companies and territories covered by the audit: The audit applies to [ insert company name ] [ and [ identify other group companies covered by the audit ] ] in [ the UK ] [ and [ identify other jurisdictions within the scope of the audit ] ]. Your role: Please set out which IP is used by your [ department OR business ] and...

A: General information Date the monitoring review occurred Individual who completed the monitoring review B: Consolidated data Criteria covering the past 12 months Number of suspected Accounts Rules compliance breaches reported internally to the COFA Number of confirmed Accounts Rules compliance breaches (serious and non‑serious) Number of serious Accounts Rules compliance breaches Number of Accounts Rules compliance breaches reported to the SRA If this differs from the ‘Number of serious compliance breaches’, explain why C: Data by compliance breach category Category of compliance breach during the last 12 months A: Client funds applied for a non‑permitted purpose B: Client funds paid into the office account C: Client funds wrongly withheld from the client account D: Incorrect withdrawal from the client account E: Delay in paying in client funds F: Client funds not paid to the client G: Incorrect monies paid into the...