Legal Practice Notes

People with significant control ( PSC) regime The architecture of the people with significant control ( PSC) regime, which first commenced on 6 April 2016, is contained in Part 21A of the Companies Act 2006 ( CA 2006). Its purpose is to tackle worries about the lack of transparency in corporate ownership, where historically the register captured only the legal holder of shares, not always the beneficial owner. By requiring a PSC register, more precise and up‑to‑date details are available about who ultimately owns and directs companies and other bodies, and this information is made public via the central register at Companies House and remains accessible to the public. It assists prospective investors in their decision‑making. It likewise aids law enforcement bodies with money laundering enquiries. LLPs formed under the Limited Liability Partnerships Act 2000 must keep a record of persons with...

Introduction This Practice Note sets out hands-on guidance on interim review investigations concerning countervailing measures. It outlines the key elements of such reviews. the legal footing for an interim review the application and commencement of an interim review the conduct of an interim review The World Trade Organisation’s ( WTO) Agreement on Subsidies and Countervailing Measures (the ‘ SCM Agreement’) allows for various reviews that may take place during the lifespan of countervailing measures. One such process is often called an interim review or a changed circumstances review. The aim of an interim review is to address situations where countervailing measures are no longer required, or where those measures need to be adjusted. This covers, first, circumstances where either no subsidy exists or injury is no longer present and, secondly, circumstances where the subsidy and the related injury have altered since the measures were first imposed. It...

The Practice Note addresses income tax and capital gains tax ( CGT) implications for individuals who, prior to 6 April 2025, were neither UK-resident nor UK-domiciled (that is, neither actually nor deemed domiciled). Where a person is not resident in the UK, the income tax and CGT rules described below will broadly apply regardless of domicile. For inheritance tax ( IHT), residence is generally not the key connecting factor; domicile is. Nevertheless, an individual’s residence status remains relevant when undertaking IHT planning, as potential income tax and CGT exposures must be considered. For a brief overview of UK tax matters for non-residents, see Practice Note: Introductory guide to UK tax for non-resident individuals. Abolition of non-dom regime and introduction of residence-based IHT regime Finance Act 2025 ( FA 2025), which obtained Royal Assent on 20 March 2025, introduced legislation abolishing the remittance basis of...

This Practice Note examines how to satisfy the minimum income threshold on the five-year settlement route where some or all income comes from approved non-employment sources. In keeping with other countable income streams, the guidance on the financial requirement, as well as the relevant immigration application forms, assign non-employment income to a lettered grouping— Category C. Although Appendix FM and Appendix FM- SE of the Immigration Rules do not explicitly name these groupings, the criteria that support the division into categories are set out within them. A concise summary of the categories appears in: Family immigration financial requirement—quick reference checklist. Whose non-employment income can be relied on?......

This Practice Note explains how to work out the amount of inheritance tax ( IHT) arising on an individual’s estate when they die. For a wider outline of the IHT charge at death, see Practice Note: IHT—the charge on death. For a step-by-step illustration of an IHT computation on death, see Practice Note: Case study— IHT calculation on death. IHT charge on death The IHT position on a person’s death is split into two elements: the ‘additional charge’—which may arise on chargeable lifetime transfers ( CLTs) and potentially exempt transfers ( PET) made by the deceased within seven years before death, and the ‘estate charge’—which is imposed on the value of all property the deceased owned (or was treated as owning) immediately before death Additional charge on death Further IHT can become due on the transferor’s death in respect of CLTs that have already borne IHT at the...

What is a hybrid pension scheme? Current pensions law largely divides UK occupational pension schemes into two categories, based on whether they qualify as money purchase schemes. In outline: a money purchase scheme is one where every benefit provided is a money purchase benefit (see Practice Note: Money purchase benefits—the statutory definition for the statutory meaning of “money purchase benefits”) Defined benefit schemes are, generally, not separately defined. There are limited exceptions for automatic enrolment under the Pensions Act 2008 ( Pen A 2008) and for the types of benefits payable as authorised payments under the Finance Act 2004 ( FA 2004), under which: a defined benefits ( DB) scheme is one where none of the benefits provided are money purchase benefits (note also the similar definition of a “defined benefits arrangement” in FA 2004, s 152(6)) For most purposes, these...

The UK’s rules on hybrid and other mismatches Since 1 January 2017, the UK’s hybrid and other mismatch rules (described in this Practice Note as the hybrid rules) have been in force, designed to neutralise tax mismatches arising from how a hybrid instrument or hybrid entity is treated for tax. Although the hybrid rules typically apply to cross-border dealings involving two or more jurisdictions, they can also apply to transactions that are entirely UK domestic. They specifically address: deduction/non-inclusion mismatches ( D/ NI mismatches), i.e. where a payment under a hybrid mismatch arrangement is deductible in the payer jurisdiction for tax purposes but is not included in the taxable income of a payee or a related party investor; and double deduction cases ( DD cases), i.e. where a payment under a hybrid mismatch arrangement gives rise to more than one tax...

ARCHIVED : This Practice Note has been archived and is not maintained. In October 2013, Jersey, Guernsey and the Isle of Man each entered into inter‑governmental agreements ( IGAs) with the UK to implement the automatic exchange of tax information. Owing to the way their disclosure provisions and timetable closely mirror the US Foreign Account Tax Compliance Act, these arrangements are often referred to as ‘ UK FATCA’. With effect from January 2015, the IGAs require financial institutions in the Isle of Man, Jersey and Guernsey to submit to HMRC automatic financial information returns covering UK‑resident individuals, partnerships and companies. Information relating to the 2014 and 2015 calendar years had to be provided by 30 September 2016, and thereafter reporting falls due within nine months of the end of the relevant calendar year each year. These IGAs are expected to be replaced by the Common...

CASE HUB ARCHIVED — this archived case hub records the position as at the decision dated 21 February 2025; it is no longer maintained. See the timeline and related cases Case facts Outline CMA Chapter I CA98 probe into whether five banks broke UK competition law by sharing sensitive information on UK government bonds in private one-to-one online chats. Latest development On 22 February 2025, the CMA issued five distinct infringement decisions after four companies settled with the authority and admitted involvement in anti-competitive behaviour. Another company obtained immunity for alerting the CMA to its part in the unlawful conduct. Fines totalling over £100m were imposed. The penalties per company were: Deutsche Bank — no fine (due to being granted immunity) Citi — £17,160,000 (including a 35% leniency reduction and a 20% settlement reduction) HSBC — £23,400,000 (including a 10% settlement...

STOP PRESS : Please note that the remittance basis of taxation will be abolished from 6 April 2025; see Practice Note: The abolition of the remittance basis of taxation from 2025–26. To promote lifetime philanthropic giving, the government enacted measures in the Finance Act 2012 ( FA 2012). Under these provisions, donors who gift pre-eminent property to appropriate institutions during their lifetime obtain a reduction in their UK tax liability. The relief is calculated as a percentage of the value of the donated object. For clarity, the scheme was initially termed ‘ Gifts of pre-eminent objects and works of art to the nation’, and Department for Culture, Media and Sport ( DCMS) guidance—both in December 2011 before FA 2012 came into force and in separate guidance when the scheme was ultimately launched—described it as the ‘ Cultural Gifts Scheme’. However, the Schedule in FA 2012 is titled ‘...

STOP PRESS: On 19 June 2025, the Data ( Use and Access) Bill secured Royal Assent, becoming the Data ( Use and Access) Act 2025 ( DUAA 2025), and coming partly into force that day. Provisions dealing with issues such as handling data subject access requests and granting powers to make supplementary regulations took effect immediately on 19 June 2025. Further measures, relating to notices issued by the Information Commissioner and certain elements of law enforcement processing, started on 19 August 2025 (two months after Royal Assent). Most other elements of DUAA 2025 will only commence once additional regulations, in the form of statutory instruments, are made. Such secondary legislation is required to bring the majority of the Act’s remaining provisions into operation. Parts 5 and 6 of DUAA 2025 introduce amendments to aspects of the UK’s data protection and e Privacy...

The Financial Conduct Authority ( FCA) sets out examples of effective practice for sanctions frameworks and controls in Part 7 of its FCG: A firm’s guide to countering financial crime risks, and in its Financial Crime Thematic Reviews ( FCTR) Part 8 on financial services firms’ approach to UK financial sanctions. This Practice Note draws on those sources. It also reflects guidance issued by the SRA for law firms on complying with the UK Sanctions Regime, together with insights from its anti-money laundering annual reports. Our Financial sanctions compliance—checklist highlights particular Precedents you can use or tailor to evidence sound practice in financial sanctions compliance. Governance and senior management responsibility Good practice A suitably senior individual oversees the firm’s compliance with the sanctions regime. Clear articulation of when customer screening occurs in different scenarios, eg when clients are transferred by agents or other...

The sanctions framework applies to every law firm. This Practice Note sets out what that entails for you. See also Practice Note: Sanctions—systems and controls—law firms, which offers practical guidance on building systems and controls to secure compliance with the financial sanctions regime. What are sanctions? Sanctions are international measures designed to: prompt a shift in the conduct of a specific country or regime place pressure on particular countries or regimes to meet defined objectives prevent and suppress the funding of terrorism They also function as an enforcement option of last resort where international peace and security have been threatened. Targets can include countries, regimes, organisations, individuals and entities. For a full explanation, see Practice Notes: Understanding the financial sanctions regime and Understanding the UK trade sanctions regime. The law The sanctions regime extends to all law firms—unlike the anti-money laundering,...

This Practice Note offers practical guidance on exporting goods from the UK to any destination outside the UK... Introduction This Practice Note sets out guidance on the permanent export of goods from: England, Wales or Scotland to any country beyond the UK, or Northern Ireland to any country outside the UK and the EU Obtain an EORI number When the UK was part of the EU, it followed the Union Customs Code. By virtue of the European Union ( Withdrawal) Act 2018, the UK continues to apply that Code and its regulations. The Code established a system under which traders interacting with customs and tax were assigned a unique identification number, enabling them to lodge declarations or apply for customs simplifications, approvals or decisions. From 11 pm on 31 December 2020, the UK uses the EORI number. EORI numbers have a ‘ GB’ prefix for...

ARCHIVED: This Practice Note has been archived and is no longer maintained. Introduction to the Energy White Paper On 14 December 2020, the Department for Business, Energy and Industrial Strategy ( BEIS) released the long-anticipated Energy White Paper. It builds on policy pledges in the Prime Minister’s ten-point plan for a Green Industrial Revolution (the ‘ten-point plan’) and the National Infrastructure Strategy, both issued in November 2020, and sets out how the UK plans to reach net zero by 2050. BEIS suggests the measures within could cut emissions across power, industry and buildings by up to 230 Mt CO2e to 2032 and sustain up to 220,000 jobs each year by 2030. For further details on the ten-point plan and the National Infrastructure Strategy, see: LNB News 18/11/2020 25 and News Analysis: The National Infrastructure...

Firms sometimes extend low-interest (or interest-free) borrowing to directors or staff as part of a remuneration package, or on particular occasions, to assist the individual with major financial outlays. As with any other form of employment reward, where a loan is made by a third party rather than by the employer, the disguised remuneration rules in Part 7A of Income Tax ( Earnings and Pensions) Act 2003 ( ITEPA 2003) must be considered first, since those provisions take precedence over most mechanisms for charging employment income to tax (including the benefits code). For further information, see: Disguised remuneration and EBTs—overview and, also, regarding the loan charge within the disguised remuneration rules, refer to Practice Note: Disguised remuneration—history of the loan charge. If no third party is involved (eg where the employer itself advances the loan), or an exemption from the disguised...

A key issue when setting up an employee share scheme is deciding how the shares required to settle the pertinent options and awards will be sourced. This Practice Note outlines several considerations that are likely to shape the ultimate choice to be made in practice......

This Practice Note centres on when those holding voting rights in an issuer must notify in respect of shares admitted to trading on a UK regulated or prescribed market, namely when their stake reaches, crosses above, or drops below a threshold specified in DTR 5 of the Disclosure Guidance and Transparency Rules ( DTR). It likewise covers the parallel notification duties imposed on the issuers of those shares under DTR 5. A person may hold voting interests as a shareholder and/or via direct or indirect positions in specified financial instruments. For details of the notification obligations relating to transactions by a person discharging managerial responsibilities, see Practice Note: Continuing obligations—transactions by a person discharging managerial responsibilities ( UK Market Abuse Regulation and DTR 3). Summary DTR 5 prescribes how major voting rights arising from investors’ shareholdings must be disclosed. The regime originates from the EU...

This Practice Note This Practice Note is for private-sector commercial organisations in the UK and compiles direct marketing examples provided by the Information Commissioner’s Office ( ICO). These are sourced from the ICO’s: Direct marketing guidance Guidance on direct marketing using live calls Guidance on direct marketing using electronic mail Guidance on business-to-business marketing Guidance on Direct marketing and regulatory communications Guidance on Lawful basis— Consent Examples are grouped by theme—what counts as direct marketing, soft opt-in, refer-a-friend and consent—covering common scenarios. If your plans align with an example, you can quickly judge likely compliance with the UK General Data Protection Regulation ( UK GDPR), Assimilated Regulation ( EU) 2016/679 and the Privacy and Electronic Communications ( EC Directive) Regulations 2003 ( PECR 2003), SI 2003/2426. The UK GDPR is the main data protection law in the UK—see Practice Note: UK...

Prepared by Peter Westaway of Deloitte LLP and reviewed by Martin Hooper of Barnett Waddingham. THIS PRACTICE NOTE APPLIES IN RELATION TO DEFINED BENEFIT SCHEMES. Accounting for pensions is often intricate, particularly within groups where multiple entities take part in a single arrangement or scheme. The aim of this Practice Note is to outline, at a high level, how pensions are accounted for by UK employers and by schemes. Company reporting frameworks In the UK, corporate reports follow one of the following frameworks: International Financial Reporting Standards ( IFRS), under which International Accounting Standard 19 ( IAS 19) governs employers’ accounting for defined benefit pensions FRS 101—the Reduced Disclosure Framework (reflecting IFRS recognition and measurement while imposing reduced disclosure requirements) FRS 102—the Financial Reporting Standard applicable in the UK and Republic of Ireland, where Section 28 governs the accounting for defined benefit...