Voluntary arrangement meaning

Where a scheme of arrangement, restructuring plan, company voluntary arrangement or individual arrangement is put forward in respect of a regulated firm (defined below), the Financial Conduct Authority (FCA) should be engaged at the earliest possible stage. The FCA serves as the conduct regulator for both financial services firms and for the financial markets across the United Kingdom. Under section 1B of the Financial Services and Markets Act 2000 (FSMA 2000), it is tasked with pursuing specified objectives, including one centred on consumer protection in practice. The FCA states its statutory aims as securing an appropriate level of protection for consumers and safeguarding and strengthening the overall integrity of UK financial markets, with the intention of limiting the volume of proposed compromises it deems unsuitable (see FG22/4 para 1.2). On 5 July 2022, the FCA issued guidance on compromises by regulated firms (FCA Guidance FG22/4 July 2022, updated January 2024), prompted by serious concerns that these mechanisms were being advanced and deployed by firms to sidestep redress due to customers...

This Checklist This Checklist provides points to weigh up when preparing and seeking sign-off for a company voluntary arrangement (CVA) involving the Pension Protection Fund (PPF). It draws on PPF Guidance Note 5 issued in 2018 (see PPF Guidance Note 5: CVAs). When an employing company (or all participating employers in a last man standing scheme) files a CVA proposal with the court, a PPF assessment period begins. Under section 137 of the Pensions Act 2004, the PPF assumes the pension trustees’ voting entitlement (see Practice Note: The Pension Protection Fund—eligibility and entry). In practice, the PPF will typically cast a vote for or against the proposal rather than refrain. The PPF is consistently focused on avoiding any precedent that might allow pension schemes to be diluted where potential PPF entry could arise in the near future (the PPF observes that this has occurred in numerous prior CVAs). The PPF also anticipates that pension trustees will appoint their financial advisers to produce a report addressing the areas of concern...

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Christopher Purkiss (as liquidator of Ethos Solutions Limited) v Tim Kennedy and others [2025] EWCA Civ 268 Ethos Solutions Limited (the Company) ran a disguised remuneration arrangement under which sums were channelled to an employee benefit trust (EBT) without withholding income tax or NICs. The EBT’s trustee allocated funds into sub-trusts for the respondents and, when asked, advanced the amounts to them as discretionary loans. On 4 December 2012, HMRC issued determinations, holding the Company liable for income tax and NICs of c.£2m arising from payments made to the EBT in the 2008‑09 and 2009‑10 tax years. On 18 December 2012, the Company entered creditors’ voluntary liquidation, making no remittances to HMRC and taking no steps to appeal. On 9 January 2013, HMRC lodged a proof of debt totalling c.£2m with respect to those same EBT payments, as claimed therein...

In this issue: Employment taxes Individuals National Insurance contributions (NICs) Stamp duty land tax (SDLT) Tax compliance Value added tax (VAT) Wales Daily and weekly news alerts New and updated content Dates for your diary Trackers Useful information Employment taxes Parliament makes Regulations to increase the official rate of interest on beneficial loans On 5 March 2025, Parliament approved the Taxes (Interest Rate) (Amendment) Regulations 2025 (SI 2025/270). The Regulations raise the 'official rate of interest' on beneficial loans (see ITEPA 2003, Pt 7, Ch 3) from 2.25% to 3.75% a year with effect from 6 April 2025. For tax purposes, the cash equivalent of the advantage from such loans—calculated as the gap between interest at the official rate and the amount actually paid—is generally treated as earnings. These changes follow the government's Autumn Budget 2024 announcement that HMRC's late payment interest on unpaid tax liabilities would rise by 1.5 percentage...

In this issue: Key R&I developments Corporate insolvency Restructuring Directors and insolvency Insolvency litigation Financial institutions R&I in Scotland Daily and weekly news alerts Corporate Rescue and Insolvency (October 2025) Key dates for restructuring and insolvency professionals New content Key R&I developments Insolvency Service announces update on INSSight system rollout The Insolvency Service confirms that deployment of its new internal case management platform, INSSight, will start in late October 2025 and continue into early November 2025. INSSight will support Official Receiver Services and Estate Accounts, including banking activities, and will run alongside the existing ISCIS Online service, which will remain available during transition. While the rollout is underway, users may face delays processing cheque or BACS payment requests, posting receipts to the Insolvency Service Account (ISA), and undertaking bulk case transfers. The Individual Insolvency Register will stay accessible, although there will be a short pause on registering new Individual Voluntary...

What is a CVA? A company voluntary arrangement (CVA) is a form of insolvency that permits a company to enter a binding agreement with its creditors to compromise unsecured debts or otherwise agree how its affairs are handled. The directors continue to run the business, under the oversight of an insolvency practitioner. Retailers, particularly those with extensive property portfolios, frequently adopt so‑called ‘landlord CVAs’ to reset rental commitments and shut loss‑making stores. This note outlines how property law and landlord and tenant considerations may emerge under such a CVA. It highlights provisions commonly included in CVAs and explains how they tend to work in practice. Nevertheless, each CVA will vary according to the precise terms proposed. It is therefore vital to examine the CVA proposal carefully to assess its effect on creditors. This note does not provide detailed guidance on the mechanics of approving and implementing a CVA. For Practice Notes addressing the CVA procedure, see: Company voluntary arrangements—an introductory guide The CVA proposal and...

Formulating an informal restructuring plan An informal restructuring may blend out-of-court measures with formal mechanisms to bind objecting parties, such as: schemes of arrangement Part 26A restructuring plan (see Practice Note: Part 26A restructuring plans: history, rationale and scope) pre-pack administrations company voluntary arrangements (CVAs) US Chapter 11 proceedings Informal restructuring rationale Once a valuation of the company or group has been secured that identifies where the value breaks (see Practice Note: Where the value breaks and negotiating strength), it becomes apparent who genuinely has a seat at the negotiating table, and dissenters typically surface, often challenging the valuation itself. Where those dissenters sit near the value break, and the creditors who are in the money refuse to offer a small equity stake in the restructured entity or another incentive to win consent to an informal approach, parties often turn to one of the more formal routes...

Liquidation Following enforcement of security by fixed charge creditors for their own benefit, the order of distributions in a winding up is: if liquidation commences within 12 weeks of a moratorium, any unpaid moratorium debts and ‘priority pre‑moratorium debts’ to which no payment holiday applied during the moratorium expenses properly incurred in the winding up (including the liquidator’s remuneration) ordinary preferential debts secondary preferential debts the prescribed part for unsecured creditors (where not disapplied) debts secured by floating charges unsecured debts statutory interest postponed debts (i.e. non‑provable liabilities) return of any surplus to members (subject to adjustment between members) For further details, see Practice Note: Waterfall of payments in liquidation...

Number of matter CVA [ insert matter number ] of 20 [ insert year ] Report of the consideration of the proposal Pursuant to sections 4(6) and 4(6A) of the Insolvency Act 1986 and rule 2.38 of the Insolvency Rules 2016, I certify that the company meeting in the above matter, properly convened for [ insert time and date ] at [ insert place of meeting ], was duly held. Creditors were duly invited to consider the proposal by way of a decision procedure, and I therefore report as follows: The directors of [ insert company name ] Limited put forward a Voluntary Arrangement under Part I of the Insolvency Act 1986 dated [ insert date ]. This was [ approved OR rejected ] by the company and [ approved OR rejected ] by the creditors, with the modifications annexed as Appendix 6. [ IF THE PROPOSAL WAS APPROVED THEN ADD THE RELEVANT PARTS OF (2) ] The following resolution was taken at the...

PART ONE—GENERAL PROVISIONS 1 Definitions and interpretations This Rule sets out the glossary for the Plan and how those terms should be read. Defined expressions cover, among others: Awards and outcomes: Contingent Awards, Restricted Awards, Matched Awards, Options and Cash Awards, together with Date of Grant, Option Price, Exercise Price, Market Value, Dividend Equivalent and the concept of Vesting; People and entities: the Company (acting through the Board or a duly authorised committee, which may include the Remuneration Committee), Eligible Employees, Participants (and their personal representatives), the Group and its Subsidiaries, Associated Companies, the Grantor, the Nominee, the Trustee and Trust, and HMRC; Timeframes and dealing: Financial Year, Dealing Day, Closed Period, Grant Period, Holding Period, Relevant Period and the Plan Period; Shares and schemes: Shares, Employees’ Share Scheme and Company Share Scheme, Invested Shares and Invested Share Amount, and Matched Awards linked to such co‑investment; Legal and tax concepts: Control (as in ITA 2007, s995), ITEPA, Tax liabilities and any...

Introduction I, [ insert debtor's name ], invite my creditors to consider an individual voluntary arrangement (IVA). From the attached estimated statement of affairs, it is apparent I am insolvent: I cannot pay my debts as they fall due, and my liabilities outweigh my assets. I face two options—either petition for my own bankruptcy or propose an IVA to my creditors. I first reviewed my position with my Nominee, [ insert nominee's name ], on [ insert date of meeting ], who advised that I obtain independent insolvency advice. My Nominee has explained all available debt resolution processes; having reflected on that advice, I believe an IVA would benefit both my creditors and me. I outline below why an IVA would be advantageous: The total funds achievable through the IVA are higher than those likely in my bankruptcy. The costs of administering the IVA are lower than those that would arise in my bankruptcy...

Lease or licence? In Street v Mountford, the House of Lords set out the core indicators of a tenancy. These focus on the substance of the arrangement rather than the label attached to it: exclusive possession of specified premises Although the payment of rent may suggest a tenancy, it is not essential. Whether the proposed arrangement is a lease or a licence turns on the agreement taken as a whole; where the parties in reality confer exclusive possession, that result cannot be avoided by calling the document something else. What counts is the essence of the bargain, not its outward form or chosen description. Even where the paperwork is properly framed at the outset as a true licence, the parties’ subsequent behaviour may alter the character of the arrangement so that a tenancy is later created. For further discussion, see Practice Note: Leases and licences of land—key features and differences, together with the commentary in Hill and Redman’s Division A from paragraph...

Apart from minors and those lacking mental capacity, a testator is, in principle, generally free to choose any executor. That said, a court is unlikely to grant representation to a bankrupt or insolvent individual, save where the testator was aware of the bankruptcy when naming that executor in the Will. At present, there is no bar on appointing a personal representative who has been discharged from bankruptcy or insolvency, this extends to someone released from an individual voluntary arrangement. Refer to Practice Note: Definition of a personal representative, particularly the section ‘Bankruptcy and PRs’ for further guidance and detailed discussion on this...

The process whereby a trade union can seek to be recognised by an employer for the purposes of collective bargaining comprises elements of both voluntarism and compulsion. At the outset, recognition is settled through negotiation between the employer and the relevant union or unions, including whether recognition is granted, for which purposes and at what organisational level. This is known as ‘voluntary recognition’. Where recognition rests purely on a voluntary basis, the employer may reverse its position and withdraw that recognition at any time. Such a step can have industrial relations ramifications, but there is little the union can achieve in law to stop it, unless the recognition agreement is a binding contract, which is highly unusual. For further detail, see Practice Note: Trade union recognition, under the section headed ‘Voluntary recognition where no request for statutory recognition’. If the employer is not prepared to concede recognition immediately and refuses voluntary recognition, the union may commence the statutory recognition process and seek to persuade the employer by submitting a...