Featured documents
This Practice Note outlines the law concerning criminal recklessness. The subjective test for recklessness Certain statutory and common law offences allow the prosecution to prove mens rea through ‘recklessness’. Put simply, recklessness is where the accused takes an unjustified risk that results in unlawful harm or damage. The House of Lords in R v G reaffirmed the subjective approach to recklessness. Before R v G, two distinct tests were used, depending on the offence charged: Subjective recklessness from R v Cunningham: the prosecution had to establish that the accused personally foresaw the risk. Objective recklessness from R v Caldwell: the prosecution only needed to show that the risk would have been obvious to a reasonable person, without proving the accused themselves foresaw it. In R v G, the House of Lords concluded that the objective test could operate unfairly where a defendant did not foresee the
This Practice Note examines the remedy of rescission, explaining when and in what manner a contract can be unwound (at common law, in equity and under statute) and thereby terminated and brought to an end. It covers the consequences and effects of rescission, the principal grounds for setting aside an agreement (misrepresentation, mistake, undue influence, duress, non‑disclosure, fiduciary misdealing and bribery) and the main obstacles to claiming rescission—affirmation, the intervention of third‑party rights and the impossibility of restitution. For further guidance on rescission in the context of misrepresentation, see Practice Note: Misrepresentation—rescission as a remedy. There are many ways in which a contract may reach its end; see: Terminating contracts—how and when a contract ends—overview for a brief and accessible summary, with links to the related further practical guidance, including Practice Note: Termination and expiry of contracts. For a table
What is a res judicata? A res judicata is a determination by a court or tribunal with jurisdiction over the cause of action and the parties, which finally disposes of the issues decided so they cannot be litigated again by those bound, save on appeal. Final judgments entered by default or by consent fall within this concept, whereas rulings on purely procedural points and any decision lacking finality do not. The doctrine’s aim is to bring litigation to an end and shield parties from being harassed by the same dispute twice. in personam—binds the parties and their privies in rem—binds all persons, privy or otherwise (ie a judgment binding the whole world) A party may rely on res judicata: as an estoppel to defeat an opponent’s claim or defence; and/or as the basis of their own claim or
The offence of causing grievous bodily harm with intent Wounding or causing grievous bodily harm (GBH) with intent can be tried solely in the Crown Court on indictment. Elements of the offence Under the Offences against the Person Act 1861 (OATPA 1861), the prosecution must establish that the defendant unlawfully and maliciously: wounded with the intention of causing GBH, or caused GBH with that intention, or wounded intending to resist or prevent the lawful arrest or detention of any person, or caused GBH intending to resist or prevent the lawful arrest or detention of any person ‘Unlawfully’ and ‘maliciously’ Unlawfully The wounding or causing of GBH must be unlawful. Such conduct may be lawful if used: in self-defence in defence of another in defence of property for the prevention of crime where the victim gave express or implied consent For further information on these defences, see below:
Most recent Practice notes
This Practice Note concentrates on the range of tax reliefs (income tax relief, national insurance contribution relief and corporate tax relief) available for member and employer payments into registered pension schemes. It further outlines how a member may obtain income tax relief for their own contributions, and explains the tax position of employer contributions paid on termination of the member’s employment. For broader guidance on pension taxation, see Practice Note: Tax treatment of pensions—an introduction. Member contributions to registered pension schemes Section 188 income tax relief A key benefit of registered pension schemes is the availability of income tax relief for members on contributions they, or a third party on their behalf, pay into the scheme. That relief, set out in section 188 of the Finance Act 2004 ( FA 2004), has the following features: conditions......
A significant share of those investing in UK property reside outside the UK. The British real estate market appeals to a broad and diverse spectrum of investors, from high net worth individuals buying premium residential assets to international funds placing capital into London office space or out-of-town shopping centres across the UK. Typically, such investors seek to organise their investment so that: as far as possible, they do not fall within the scope of UK taxation, namely: for companies—corporation tax on income and chargeable gains for individuals and trusts—income tax on trading income, capital gains tax ( CGT) and inheritance tax to the extent any UK tax does arise, they are entitled to double tax...
This Practice Note This Practice Note explains how far interest costs are deductible for individuals within income tax and companies within corporation tax when they invest in UK real estate assets. The treatment of interest for those acting as dealers in UK real estate falls outside this Practice Note. In a standard property investment, the taxpayer acquires a property intending to keep it for an extended period and to generate receipts by letting the premises to tenants. By contrast, where property is bought for re-development with the intention of selling at a profit, that activity will generally amount to trading (or dealing) in real estate rather than investment. For further guidance, see Practice Note: Dealing in property or property investment? As a broad principle, interest outgoings on borrowing used to fund a UK property business are deductible, if at all, only in...
Swap arrangements Swap contracts are frequently used alongside the financing of UK property, primarily as protection against movements in interest rates. Where borrowing costs on UK real estate are charged at a floating rate, a borrower might enter an interest rate swap so it pays a fixed rate and receives a floating rate from the swap counterparty, using those receipts to service its debt. While this Practice Note concentrates on interest rate swaps, property-related swaps can also address other exposures, such as changes in foreign exchange, asset values and rental receipts. This Practice Note outlines the principal issues in assessing how UK real estate investors are taxed on their hedging swap positions. The tax position of swap dealers (that is, traders) in UK real estate falls outside the scope of this Practice Note. A standard property investment involves a taxpayer purchasing real estate to hold for a...
Qualifying R& D expenditure (post-1 April 2024) FORTHCOMING CHANGE: R& D tax reliefs advance clearances: Following an initial announcement at Autumn Budget 2024 within the government’s Corporate Tax Roadmap, and a consultation released at Spring Statement 2025, Budget 2025 confirmed the consultation outcome: a targeted R& D advance assurance pilot for specified elements of R& D claims by small and medium-sized enterprises will commence from spring 2026. This pilot will operate alongside the existing R& D advance assurance. For further details, see News Analysis: Budget 2025— Tax analysis. This Practice Note explains the scope of qualifying expenditure for the two R& D relief schemes below (both subject to detailed commencement and transitional rules): the merged R& D expenditure credit (the merged RDEC) for accounting periods beginning on or after 1 April 2024—see Practice Note: The merged R& D expenditure credit (post-1 April 2024); and the...
R& D capital allowances Research and development ( R& D) capital allowances are available to any taxpayer carrying on a trade, not solely companies. As a result, an individual, or a partnership of individuals, that cannot claim R& D tax relief may still access R& D capital allowances. Where expenditure might also qualify for other capital allowance regimes (such as plant and machinery allowances), the trader must decide which relief to use. Key points include: Only one category of capital allowance can be claimed for a specific item of capital expenditure. R& D capital allowances cannot be claimed for the same expenditure across more than one trade. From the Finance Act 2014 onwards, R& D allowances are no longer impacted by the restrictions in Part 14A of the Corporation Tax Act 2010 ( CTA 2010) that may apply following certain changes in company...
The qualifying asset holding company ( QAHC) regime The qualifying asset holding company ( QAHC) regime is an optional, tax-favoured framework for particular holding entities, described as 'asset holding companies' or ' AHCs', used within collective and institutional investment arrangements to own investment assets. The QAHC rules came into force on 1 April 2022. They formed a key early strand of the broader review of the UK funds regime, first announced by the UK government at Spring Budget 2020. AHCs that satisfy the conditions and elect into the QAHC regime receive modified tax treatment for their qualifying investment business, which is ring-fenced from any other ancillary activities they conduct. They also benefit from adjusted tax rules in relation to certain payments that they make and remit in practice. The QAHC regime is not designed to alter the taxation of profits from trading...
The qualifying asset holding company ( QAHC) regime The qualifying asset holding company ( QAHC) regime is an optional, tax‑favoured framework for certain holding companies—termed asset holding companies ( AHCs)—used within collective and institutional investment structures to own investment assets. Effective from 1 April 2022, the QAHC regime was an early strand of the wider review of the UK funds regime undertaken by the UK government, first unveiled at Spring Budget 2020. AHCs that meet the QAHC conditions benefit from adjusted tax rules for their qualifying investment business, which is ring‑fenced from any other ancillary activities they conduct. They also benefit from modified tax treatment for particular payments they make. This Practice Note explains how an AHC enters and leaves the QAHC regime, and what the implications are when those events occur. It also sets out the rules relating to breaches of the QAHC...
A UK-based purchaser of an overseas business should evaluate the following tax considerations: the prospective overseas and UK tax outlays linked to the acquisition tax-efficient ways to repatriate profits from the overseas entity to the UK buyer a tax-efficient exit strategy maximising the tax-efficiency of the target business This Practice Note is written from a UK tax perspective and also flags typical overseas tax points to address, including reporting, filing and compliance obligations. Local advice should be obtained in each jurisdiction in which the target operates. Overseas and UK tax costs associated with the acquisition of an overseas business The common UK and overseas tax costs relevant to acquiring an overseas business are summarised below. Transfer taxes Share acquisitions may attract local transfer or registration taxes, usually calculated as a percentage of the consideration for those shares, together with notary fees......
STOP PRESS relating to chargeable gains anti-avoidance provision: Clauses 37 and 38 of the Finance Bill 2026 (on introduction) revise the anti-avoidance provisions governing share-for-share swaps and reconstruction schemes. For shareholder reliefs on a share exchange ( TCGA 1992, s 135), the updated measures will take effect once Royal Assent is granted, and will apply to arrangements featuring the issue of company shares or debentures on or after 26 November 2025. However, the Finance Bill 2026 changes are disapplied where: a company submitted a TCGA 1992, s 138(1) application before 26 November 2025; HMRC, or the Tribunal, has confirmed approval of that application; and the share or debenture issue occurs before 26 January 2026 or, if later, within 60 days of the company receiving clearance. HMRC has issued interim guidance on the revised rules and the clearance process at CG- App19. For further detail on the new...
Practice Note The tax outcome for the owner hinges on whether a property is bought, retained or sold as an investment or as part of a trading (ie dealing) venture. Land, more than many other asset classes, can be kept as an investment or treated as trading stock, and the correct classification turns on each party’s particular position—the identical deal may amount to investment for one participant and trading for someone else. This Practice Note sets out the main factors used to differentiate trading from investment activity in relation to property. Those factors apply equally to transactions yielding gains and those producing losses. It also explains HMRC’s stance when opening enquiries into whether a property deal is trading or an investment in nature. It further addresses particular situations, such as mixed-motive transactions, taxpayers both dealing and investing, and tenants transacting in superior...
From April 2019, the profit fragmentation rules are designed to stop UK-resident individuals, including partners, and UK-resident companies carrying on a UK-taxable trade or profession, from sidestepping UK tax by channelling taxable business profits to entities located in jurisdictions with substantially lower tax than the UK. Where the rules bite, the diverted amounts are brought back into the profits of the UK trade as a counteraction. These provisions apply from 1 April 2019 for corporation tax and from 6 April 2019 for income tax and Class 4 National Insurance contributions ( NICs), covering all profits diverted on or after those dates. Background The profit fragmentation regime was announced at Autumn Budget 2017. The government argued that existing anti-avoidance rules were not adequately stopping the diversion of profits from UK businesses to offshore entities, including: diverted profits tax ( DPT) hybrids mismatch ...
Auction processes Auctions are central in certain sectors, notably private equity, government privatisations and other high‑value deals. Selling through an auction is structured to draw out competing offers for the company from interested buyers, aiming for the highest price on the most advantageous terms. For a seller, this route offers strong confidence that completion will occur with a preferred bidder, ideally one aligned with the management team’s perspective. Auction processes may involve a wide field of bidders, or be narrowed to a carefully chosen few, depending on the business’s characteristics and the dynamics of its market. In essence, market conditions and the company’s profile determine whether a broad or focused process is pursued. Typically, the vendor directs the process and engages specialist advisers to represent its interests; for instance, an investment bank is often retained to market the sale of the business on the...
Acquiring a business through a management buyout (often termed an ‘ MBO’) is among the most commonly seen private equity-backed transactions. This Practice Note is intended to equip tax lawyers with essential background on MBOs by addressing the following questions: what are MBOs? how are MBOs typically structured? how are MBOs typically financed? what transactional steps are involved in an MBO? what are the options for private equity exit? For more detailed guidance on the tax aspects arising in an MBO, see Practice Notes: Tax and management buyouts—management shareholdings Tax and management buyouts—performance ratchets Tax and management buyouts—management shares: illustrative examples Tax and management buyouts—tax reliefs available to management Tax and buyouts—tax issues for the acquisition group Tax and buyouts—deductibility and VAT recovery of acquisition group deal costs These Practice Notes address management shareholdings, performance ratchets, illustrative examples, tax reliefs, acquisition group tax issues, and deal cost deductibility matters. For non-tax specific coverage of buyouts more...
A buyout typically refers to a management team acquiring an established business, with equity funding from a private equity investor, where revenues are proven and cash flow is positive Background to buyouts Why sell? A seller may choose to dispose of a company or business for several reasons, including: strategic motives, for example a corporate group selling: a non-core business, division or company to let the remainder focus on core activities, or part of its business as a pre-emptive or defensive step against a potential hostile takeover bid raising funds to ease financial pressures elsewhere in the seller’s organisation releasing capital for other investments, particularly for individual sellers or exiting venture capital investors the retirement or death of current owners ...
This glossary outlines the meanings of commonly used terms in the private equity and venture capital arena. It may assist when considering the tax matters that arise in this field. For the tax issues in a private equity context, see: Tax and private equity funds—overview Tax and management buyouts—overview Tax and secondary buyouts—overview acquisition The act of obtaining an ownership stake in a target company, typically culminating in 50% or more of the target being taken over. acquisition finance External funding raised to support an acquisition. This may consist of bank borrowing, loans and/or equity (for example, a share issue). buy-in management buyout ( BIMBO) A buyout combining both incoming and existing managers. Part of the current management acquires sufficient share capital to buy the company from within while, at the same time, an external management team buys in. Both groups may need financial backing to...
FORTHCOMING CHANGE relating to abolition of the non-dom regime and introduction of a residence-based regime: At Spring Budget 2024, the government disclosed plans to scrap the remittance basis and bring in a residence-based system from 6 April 2025. Those electing into the new rules will, subject to conditions, be outside UK tax on overseas income and gains for their first four years of UK tax residence. This applies, where the conditions are met, to foreign income and gains throughout the initial four years in full. See News Analysis: Spring Budget 2024— Private Client analysis— Abolition of ‘non-dom’ regime. This Practice Note explores tax considerations when arranging a private equity buyout with both UK and offshore components. There are numerous motives for interposing offshore vehicles in acquisition structures, even where the target is onshore in the UK. Frequently, the structure is tailored to suit...
FORTHCOMING CHANGE: After the 2020 call for evidence, the 2021 outcome, scrutiny by the relevant HMRC and industry working group, and a 2023 consultation, the government stated in its consultation outcome on 28 April 2025 that, from 2027, it plans to replace stamp duty and SDRT with a single self-assessed stamp tax on securities, broadly in line with the 2023 consultation proposals. As further confirmed in Budget 2025 on 26 November 2025, this unified tax—called the Securities Transfer Charge—will be self-assessed and paid (and reported) via a new online portal. For more information, see News Analyses: Tax update spring 2025— Stamp taxes on shares modernisation Tax update spring 2025— Tax analysis— Stamp and transfer taxes TAMD 2023— Stamp taxes on shares modernisation TAMD 2023—consultation—stamp taxes on shares Tax Administration and Maintenance Day—27 April 2023— Stamp and transfer taxes Budget 2025— Tax...
FORTHCOMING CHANGES: At Budget 2025, the government set out measures to be legislated in Finance Bill 2026. From 1 April 2026 for corporation tax and 6 April 2026 for income tax, the main pool writing-down allowance will drop from 18% to 14%. This affects companies and unincorporated businesses with main rate expenditure, including items that do not qualify for, or pre-date, FYAs such as the super-deduction and full expensing. A new 40% first-year allowance will apply to qualifying main rate expenditure incurred from 1 January 2026. With fewer restrictions than other FYAs, it is expected to assist spend not otherwise eligible for the £1m AIA or existing FYAs (such as full expensing). It will be available to all businesses, will cover assets used for leasing (but not overseas leasing), and will exclude cars and second-hand assets. The 100% green...
STOP PRESS relating to new MTT and DTT draft legislation : Section 50 and Schedule 8 of the Finance Act 2026 update a range of MTT and DTT rules. Among the revisions, the draft legislation brings in the OECD’s Administrative Guidance ( January 2025), limiting how far pre-entry deferred tax assets and liabilities, arising from government-granted tax benefits, can be counted when calculating a group member’s effective tax rate. This part is treated as taking effect for accounting periods ending on or after 21 July 2025. Most other measures will apply to accounting periods beginning on or after 31 December 2025, though some provisions may start earlier if elected by affected taxpayers. For more information, see: News Analysis: Budget 2025— Tax analysis— International. STOP PRESS relating to new HMRC manual on MTT and DTT : On 5 August 2025, HMRC published a new manual on MTT and DTT. It is...
Popular documents
When evaluating a general damages claim, the practitioner ought initially to refer to the Judicial College Guidelines (JCG)...
This Practice Note This Practice Note reviews mechanisms used in settling litigation. A Tomlin order consists of a consent order paired with a schedule. It operates to stay proceedings on terms that have been agreed. The provisions contained in the schedule may remain confidential. This Practice Note describes the scope of confidentiality attaching to the schedule and sets out how it differs from a standard consent order. Sample wording for a Tomlin order is included, alongside links to precedents, as well as guidance on court approval. It also addresses varying, setting aside and enforcing a Tomlin order, including the considerations the court will take into account when handling applications for each. Further guidance is provided on interpreting and applying the relevant provisions of the CPR; however, some courts and divisions impose very specific requirements for both drafting and approval, and for approaching the schedule and confidentiality issues. Accordingly, you must consider the particular rules and court guide provisions in the forum where your claim is proceeding when drawing up the Tomlin order...
Date [ date ] Parties [ name of Landlord ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Landlord) [ name of Tenant ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Tenant) [ [ name of Guarantor ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Guarantor) ] [ [ name of Mortgagee ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Mortgagee) ] Definitions Within this Deed, the terms below shall be interpreted as follows: [ Annual Rent • the annual sum reserved under the Lease; ] [ Insurance Rent • the Tenant’s share of the Landlord’s costs of insuring the Property (as set out in the Lease); ] Lease • the lease of the Property dated [ date ], entered into between (1) [ the Landlord OR [ name ...
I, [ name ], of [ address ], solemnly and sincerely state that: [ Matters to be verified, set out in numbered paragraphs ] I make this solemn statement in good conscience, believing it to be true, and pursuant to the provisions of the Statutory Declarations Act 1835. DECLARED at [ details ] this [ day ] day of [ month and year ] Before me ................................................................................ [ signature of the person before whom the declaration is made ] A [ commissioner for oaths OR [ solicitor OR [ insert other qualification ] ] authorised to administer oaths ]...
Discover more from LexisNexis
