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In this issue Public company takeovers Financial reporting obligations Directors and company secretaries Corporate governance Daily and weekly news alerts New and updated content Dates for your diary Trackers Useful information Public company takeovers CLLS publishes updated guidance and precedent wording for contractual offers and schemes The Joint Working Party of the City of London Law Society (CLLS) and the Law Society of England and Wales has issued a set of illustrative materials that deliver guidance and model clauses for use in documentation relating to contractual offers and schemes of arrangement carried out in accordance with the City Code on Takeovers and Mergers (the Code). The set includes a revised Admission Condition Note, which replaces the April 2011 version...
In this issue: Enterprise management incentives schemes Accounting treatment Corporate governance Weekly highlights from other practice areas Enterprise management incentives schemes Updated EMI annual return template and guidance notes published HMRC has released refreshed versions of its template, guidance and technical note for the end‑of‑year return used when reporting enterprise management incentives (EMI) options to HMRC. The revisions include a change to the table in section 3.7 of the technical note (relating to EMI options that were released, lapsed or cancelled) to require a mandatory statement confirming whether PAYE was operated where money or value was received on the release, lapse or cancellation. For more on the requirements for completing an EMI annual return to HMRC, see Practice Note: EMI—HMRC annual return. See EMI: end of year return template and guidance notes. 26 March 2024 Accounting treatment FRC publishes amendments to FRS 102 and other UK and Republic of Ireland financial reporting standards The Financial...
Accounting treatment of joint arrangements, including joint ventures and associates This Practice Note sets out how to account for joint arrangements, encompassing joint ventures and associates. Although the relevant standards may appear straightforward, applying them in real life can be challenging, so what seems simple at first glance often proves complex in practice. IFRS and FRS 102 largely align, whereas old UK GAAP diverged markedly in several respects. Accordingly, this Practice Note touches on old UK GAAP only incidentally, because FRS 102 applies to accounting periods commencing on or after 1 January 2015 and will govern the overwhelming majority of present and forthcoming transactions that involve joint ventures and associates. Given the close similarity between FRS 102 and IFRS, we spotlight the principal differences instead of analysing each framework in depth. In practice, the main difficulties arise when determining the substance of an arrangement and the extent of control or influence actually exercised, and hence whether the arrangement should be treated as a joint venture, a joint arrangement or...
The requirements for reporting and accounting by charities The obligations are detailed in sections 130–176 of the Charities Act 2011 (CA 2011) (Part 8: Charity Accounts, Reports and Returns), alongside the Charities (Accounts and Reports) Regulations 2008, SI 2008/629, and are supplemented by the relevant Statement of Recommended Practice—Accounting and Reporting by Charities (SORP). For reporting periods (financial years) starting on or after 1 January 2019, the updated second edition of the SORP (FRS 102), issued in October 2019, is in force. See also the Charity Commission’s guidance: the essentials November 2016 (CC15d). The obligations vary depending on the size and nature of the charity. To identify which requirements apply, check: whether the charity is also a company its income for the current financial year the value of its assets whether it must be registered with the Charity Commission for England and Wales (the Commission) as a charity Then determine: the type of accounts that must...
The EBT as a trust An employee benefit trust (EBT) is a type of trust. A trust is the legal arrangement created by a settlor when assets are placed under the control of a trustee for the benefit of a beneficiary, or to achieve a specified purpose. A trust (including an EBT) typically has these characteristics: the assets form a separate fund and do not belong to the trustee’s own estate legal title to the trust property is held in the name of the trustee the trustee has the power and duty, for which it is accountable, to manage, apply, or dispose of the assets in line with the trust terms and the special obligations imposed by law As a general rule, a trust (including an EBT) must have certainty of objects, and for non-charitable trusts such as an EBT, there must be someone in whose favour the court can enforce the trust. It is settled law that a trust...