Pearse Trust Blog

New UK Dispute Regulations: Registered Offices & Directors

Posted by Pearse Trust on Wednesday, May 04, 2016

New procedures regarding UK dispute regulations, including registered office address disputes and director disputes for UK companies and limited liability partnerships under the Small Business, Enterprise and Employment Act 2015, have come into force from 6 April 2016.

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Tags: Legal, Directors, United Kingdom

Base Erosion and Profit Shifting - An Irish Perspective

Posted by Pearse Trust on Monday, May 02, 2016

The Organisation for Economic Co-operation and Development describe Base Erosion and Profit Shifting as tax planning strategies that either –

  1. exploit loopholes in tax rules to make profits disappear for tax purposes, or
  2. shift profits to low tax jurisdictions where there is little or no real activity resulting in low or no corporate tax being paid.

The OECD explain that when multinational companies are involved in cross border activities,  the interaction of domestic tax systems can lead to gaps which result in income not being taxed anywhere.  BEPS strategies abuse the gaps between the different tax systems in order to achieve double non-taxation.

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Tags: Ireland, Tax, EU, Economy

Upcoming Changes to the UK VAT Grouping Rules

Posted by Pearse Trust on Wednesday, Apr 27, 2016

The United Kingdom Government is currently consulting taxpayers on proposed changes to value-added tax rules that could have an impact on companies operating a VAT group structure. 

VAT grouping provisions are included in both European Union and UK legislation.

Article 11 of the EU VAT Directive allows member states to treat two or more businesses established in the territory of that member state as a single taxable person (a VAT group) if the businesses have close economic, financial, and organizational links.

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Tags: Legal, United Kingdom, Tax, VAT

Regulatory Enforcement and Corporate Offences in Ireland

Posted by Pearse Trust on Monday, Apr 25, 2016

Ireland’s Law Reform Commission (LRC) has published an Issues Paper addressing regulatory questions arising from the international financial collapse of 2008.

Part 1 of the Issues Paper considers whether the supervisory and enforcement powers of Ireland’s main financial and economic regulators are adequate or need to be bolstered by civil financial sanctions and more effective co-ordination between regulators. 

Part 2 concerns gaps in the Irish criminal law and considers whether the law deals sufficiently with serious wrongdoing by corporate bodies, in particular current fraud legislation and the general rules for attributing criminal liability to corporate bodies. 

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Tags: Ireland, Legal

Beneficial Ownership, Transparency & AML in Britain

Posted by Pearse Trust on Wednesday, Apr 20, 2016

On 4 March 2016, BIS published a discussion paper on enhancing the transparency of beneficial ownership information of foreign companies that buy land or property in England and Wales, or enter into public procurement contracts in England.

The principal aim of the proposals is to prevent the proceeds of corruption and organised crime being laundered through investments in high-value property.

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Tags: United Kingdom, Anti-Money Laundering, Beneficial Ownership

UK Company Administrative Restorations

Posted by Pearse Trust on Monday, Apr 18, 2016

In the UK, it is possible under certain circumstances to restore a dissolved company to the register. 

Under section 1028(1) of the Act, a company that is restored to the register by the administrative procedure is deemed to have continued in existence as though it had not been dissolved or struck off.

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Tags: Legal, United Kingdom, Limited Companies

New Residence & Ownership Rules For New Zealand Companies

Posted by Pearse Trust on Wednesday, Apr 13, 2016

This blog sets out the key changes to residency and overseas ownership rules affecting New Zealand companies and Limited Partnerships.

During the last 12 months, legislation came into effect in New Zealand which introduced new residency and ownership rules for corporate entities.

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Tags: Legal, Corporate Governance, New Zealand, Limited Partnerships

Pre-Incorporation Contracts – An Overview

Posted by Pearse Trust on Monday, Apr 11, 2016

Section 45 of the Companies Act 2014 replaces, with very similar wording, Section 37 of the Companies Act 1963.  It deals with “pre-incorporation contracts”. These are contracts entered into on behalf of a company prior to the date of its incorporation.

Such a contract may be ratified by the company subsequent to its incorporation.  If so ratified, the company becomes bound by it and is entitled to the benefit of it as if the company had been in existence at the date of the contract and had been a party to it.

Prior to, or in default of ratification, the person or persons who purported to act in the name of, or on behalf of the company are personally bound by the contract and are entitled to the benefit of it, unless there is express agreement to the contrary.

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Tags: Ireland, Legal, Corporate Governance, Incorporation

UK Company Share Transfers

Posted by Pearse Trust on Wednesday, Apr 06, 2016

Further to our blog on Share Capital and Share Classes for UK Companies, here we focus on the process of transferring the shares of a company limited by shares. 

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Tags: Legal, United Kingdom, Shareholders, Shares

Good Governance Code for Northern Ireland Charities

Posted by Pearse Trust on Monday, Apr 04, 2016

The Developing Governance Group (DGG) is made up of a number of charity organisations in Northern Ireland with the common goal of improving governance practice in the voluntary and community sector.

The DGG launched the ‘Code of Good Governance’ in 2008 following consultation with the voluntary and community sector. While the Code is not mandatory, it has been widely accepted as the set of standards for governance in the sector in Northern Ireland.

A revised Code of Governance was consulted on in early 2014 and with funding ultimately secured the new Code was launched on 29 January 2016.

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Tags: Corporate Governance, United Kingdom