Annual return meaning

In this issue: UK digital markets UK competition policy UK private actions EU antitrust Daily and weekly news alerts Caselex UK digital markets CMA opens first ‘SMS investigation’ under the DMCCA 2024 into Google’s general search and search advertising The CMA has begun an ‘initial SMS investigation’ under Part 1 of the Digital Markets, Competition and Consumers Act 2024 (DMCCA 2024). This is the authority’s first SMS designation probe under the new DMCCA digital markets framework. The CMA’s power to designate undertakings with SMS, and potentially impose conduct requirements, took effect on 1 January 2025. The Investigation Notice states that Alphabet Inc, Google LLC, Google Ireland Limited and Google UK Limited (Google) provide general worldwide web search and information return (general search), and advertising to users of general search (search advertising). The CMA considers these meet the definition of a digital activity and can be treated as one activity. The Notice excludes specialised search service interfaces, such...

Under Irish legislation, each company is required to have its financial statements examined by a statutory auditor, except where it qualifies for, and uses, an exemption. Until recently, per section 363 of the Companies Act 2014 (Ireland) (CA 2014 (IRL)), a company that did not submit its annual return within 56 days of its annual return date forfeited the ability to rely on this exemption for the subsequent two years, effectively as a sanction for late filing...

In this issue: Corporate governance Tax treatment HMRC Manuals tracker Dates for your diary Weekly highlights from other practice areas Corporate governance Babcock suffers investor dissent over executive pay FTSE 100–listed Babcock International Group PLC faced significant shareholder resistance to its executive remuneration at this week’s general meeting. Over 32% of votes went against the Directors’ Remuneration Policy, and more than 32% also opposed amendments to the performance share plan (PSP), though in each instance a majority of those voting backed the resolutions. Under the plans, the PSP—which delivers annual equity awards that vest after three years based on a scorecard of performance targets—would gain an additional absolute Total Shareholder Return (TSR) ‘kicker’ for awards granted from the 2026 financial year. Consequently, once the existing ‘core’ scorecard has determined vesting of the current ‘core’ opportunities (set at 250% and 200% of salary for the CEO and CFO, respectively), a further multiplier, linked to the company’s absolute TSR,...

This Resource Note sets out the key aspects of Rule 34 of the City Code on Takeovers and Mergers (the Code), addressing shareholders’ rights to withdraw in the context of takeover offers. It points to pertinent materials, commentary and Panel guidance, together with Lexis+® UK analysis and tools, to provide practical help on reading and applying Rule 34. Materials featured in this Resource Note include: Practice Statements released by the Panel Executive (the body responsible for the day‑to‑day supervision and regulation of takeovers) (Executive), giving informal indications of the Executive’s usual interpretation and application of the Code Panel Statements issued by the Panel (P/S) and Panel Instruments Public Consultation Papers (PCP) and Response Statements (RS) from the Code Committee The Panel’s Annual Reports discussing general matters (Annual Reports) relevant Lexis+® UK resources Rule 34—Setting the scene Code and Lexis+® UK resources What it covers Rule 34 governs shareholders’ withdrawal rights in takeover situations. Application ...

This Practice Note sets out a summary of the European Social Entrepreneurship Funds (EuSEF) Regulation (EU) 346/2013 (the EuSEF Regulation), as subsequently amended by Regulation (EU) 2017/1991, Regulation (EU) 2019/1156 and Regulation (EU) 2023/2869. It establishes a dedicated alternative investment fund (AIF) framework, open to alternative investment fund managers (AIFMs) under the Alternative Investment Fund Managers Directive (2011/61/EU) (AIFMD). AIFMs that run qualifying social entrepreneurship funds (QSEFs) can opt to apply the 'EuSEF' label to such funds and, using the EuSEF marketing passport, promote them across the EU to professional investors and specified high net-worth investors. Objective of the EuSEF Regulation The EuSEF Regulation seeks to simplify how social enterprises secure financing throughout the EU as a whole. This overarching purpose closely mirrors the EU’s Europe 2020 agenda for delivering 'smart, sustainable and inclusive growth'. Social entrepreneurship is a key strand of that strategy, and the EuSEF regime was introduced specifically to 'support the provision of finance to social business in the EU by facilitating the fund-raising activity...

This Practice Note sets out the following areas: legislation governing CSOPs—self-certification, registration and filing requirements the HMRC approval process up to 6 April 2014 the self-certification and registration regime since 6 April 2014 self-certification—notice and timing signing up for the self-certification regime HMRC power to enquire into a CSOP outcome of an HMRC enquiry HMRC general power to require information annual return filing requirements common ERS annual return errors penalties and appeals, and amending annual returns For broader information on company share option plans (CSOPs), refer to Practice Note: How CSOPs work and key features. Legislation governing CSOPs—self-certification, registration and filing requirements The provisions governing CSOP self-certification, registration and filing are set out in paragraphs 28A–28K of Schedule 4, Part 7, and paragraph 33 of Schedule 4, Part 8 to the Income Tax (Earnings and Pensions) Act 2003 (ITEPA 2003). HMRC approval process up to 6 April 2014 Before...

The appropriate section of the HMRC annual return to complete hinges on whether the relevant share appreciation right (SAR) or restricted stock unit (RSU) constitutes a securities option for the purposes of s 420(8) of the Income Tax (Earnings and Pensions) Act 2003. In both scenarios, the award counts as a securities option if it grants a legal entitlement to obtain shares, and this, in turn, is determined in practice by the precise terms of the award concerning the method by which settlement may actually occur...