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Retained earnings meaning

What does Retained earnings mean?
Retained earnings are the cumulative profits (or losses) a company keeps in the business rather than paying to shareholders, shown within equity on the balance sheet. The balance rises with post‑tax profits and falls with dividends and other returns to shareholders; it can be negative where there are accumulated losses. This is an accounting term used across legal contexts, not a defined term of company law. In practice it is a common starting point when advising on dividends and other distributions, share buy‑backs or redemptions, capital reductions and financial covenants. However, the legal test for a dividend or other distribution is whether there are profits available for distribution, determined by the relevant accounts: in England and Wales, Scotland and Northern Ireland under the Companies Act 2006, and in Ireland under the Companies Act 2014. That test focuses on realised profits and realised losses and may differ from the retained earnings figure because unrealised gains, fair value movements and certain reserve movements must be excluded or adjusted. Directors must verify sufficient distributable profits and ongoing solvency before approving a distribution, even where retained earnings appear positive. Usage and effect are broadly consistent across the UK and Ireland.
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NEWS
UK employment update: EHRC single-sex spaces guidance, failure to prevent fraud in force, EAT extends time for missing documents, gender pay gap data concerns, HSWA amendment bill withdrawn

In this issue: Prohibited conduct (discrimination etc) Diversity and gender pay gap Health and safety Modern slavery Failure to prevent fraud Employment Appeal Tribunal Dates for your diary Trackers New Q&As Employment resources on Lexis+® LexTalk®Employment: a Lexis®Nexis community Daily and weekly news alerts Prohibited conduct (discrimination etc) EHRC calls for policy changes by 19 organisations on single-sex spaces guidance The Equality and Human Rights Commission (EHRC) has finalised its assessment of 404 policy examples provided by the UK government after its 2024 invitation for input on single-sex spaces. The review found materials from 19 organisations—spanning policing, education, and health and public services—mischaracterised the Equality Act 2010 (EqA 2010) by indicating there is an automatic legal entitlement to enter single-sex spaces based solely on self-identification. Although the organisations have not been named, they have been instructed to withdraw or amend the relevant policies and must supply a timetable for compliance. The...

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NEWS
Mr S (CAS-44597-S2Z6): Pensions Ombudsman confirms uniform accrual exemption; accrual and earnings caps lawfully retained despite 1989 HMRC changes; no breach of PSA 1993 preservation requirements

Original news Mr S (CAS-44597-S2Z6)—17 October 2024 Summary The Pensions Ombudsman dismissed a complaint about how the preservation laws were applied to a scheme’s benefit structure and accrual design. The scheme rules imposed both an accrual cap and an earnings cap. The Ombudsman concluded there was no breach of preservation legislation because the scheme’s uniform benefit accrual operated as an exception to the general principle that short-service benefits must be calculated on the same basis as long-service benefits. In addition, a 1989 change to HMRC rules did not require the removal of the caps that had been hard-coded into the scheme rules. The decision highlights that older HMRC provisions, once embedded within a pension scheme’s own rules, can be difficult to interpret and apply in practice. What were the facts? Mr S was a deferred member of the Svenska UK Retirement and Death Benefit Scheme (the Scheme). The Scheme rules applied both an accrual cap and an earnings cap...

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View the related Practice Notes about Retained earnings

PRACTICE NOTES
Leveraged buy-out facilities: documentary relaxation clauses—triggers (listing, investment grade, leverage), common relaxations, effects on covenants, security and guarantors, and negotiation considerations for lenders and sponsors

This Practice Note outlines key aspects of a documentary 'relaxation' or 'release' clause, commonly included in leveraged buy-out (LBO) facility agreements. It also considers: the most frequently encountered trigger conditions common ways of easing requirements within the facility agreement, and particular points to address when negotiating this clause This Practice Note assumes a degree of familiarity with leveraged finance structures and documentation. For introductory material, see Practice Notes: Introductory guide to acquisition finance and Introductory guide to leveraged finance facilities agreements. The Glossary of acquisition finance terms and jargon may also be useful. Background Traditionally, LBO facility agreements have placed strict limits on group activities and imposed rigorous mandatory prepayment obligations, reflecting high leverage. Private equity sponsors often contend that, while controls are appropriate when the balance sheet carries significant leverage, once the group has materially deleveraged, such tight constraints become unnecessary. Deleveraging can occur through: a combination of earnings before interest, taxes, depreciation and amortisation (EBITDA)...

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PRACTICE NOTES
Comprehensive glossary of UK restructuring and insolvency terms, covering Companies Act schemes, Part 26A plans, IA 1986 processes, and cross‑border concepts including COMI, UNCITRAL and assimilated EU rules.

This glossary sets out numerous expressions regularly encountered in the restructuring & insolvency sphere. Words shown in bold within definitions are themselves explained in other entries in this glossary as well. A Article X The MLIJ contains a single provision named Article X, aimed at jurisdictions that have already implemented the MLCBI, like England, or are weighing its adoption. Article X states: ‘Not withstanding any prior interpretation to the contrary, the relief available under [insert a cross-reference to the legislation of this State enacting Article 21 of the UNCITRAL Model Law on Cross-Border Insolvency] includes recognition and enforcement of a judgment’ (see Practice Note: UNCITRAL model law on recognition and enforcement of insolvency-related judgments (MLIJ): Article X). Asset-backed security (ABS) A form of security anchored by asset pools, for example loans, leases, and credit card receivables. Assimilated law From 1 January 2024, ‘retained law’ has been retitled ‘assimilated law’. The body of domestic law originally arising from EU obligations, created by the European...

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PRACTICE NOTES
UK pensions glossary for private client and family lawyers

Accrual rate The speed at which pension entitlement builds as pensionable service is completed within a final salary arrangement, e.g. 1/60 for each year of pensionable service. Accrued benefits Benefits relating to service built up to a given date, measured with reference to current earnings or projected future pay. A-day ‘A-day’ is the widely used term for the broad pension tax ‘simplification’ reforms that came into force on 6 April 2006. These changes followed a 2004 government policy to rationalise the British tax system as it applied to pension schemes. The objective was to cut the volume of legislation accumulated under successive administrations, folding the previous eight tax regimes into a single regime for all personal and occupational pensions. Key areas covered included: how much pension contribution was allowed; the range of schemes an individual could invest in; how much an individual could withdraw (and when); and what could be done with the remaining fund. A-Day...

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