A landmark High Court ruling against Ardmore has extended liability for £14.9m of alleged fire safety defects across multiple group companies after its principal contracting subsidiary fell into administration.  In Crest Nicholson v Ardmore, Justice Constable granted Crest Nicholson two Building Liability Orders (BLOs) under the Building Safety Act 2022 which may make associated Ardmore entities liable for historic defects at Portsmouth’s Admiralty Quarter development, built between 2007 and 2009.

Crest Nicholson alleges serious fire safety failings, including combustible insulation, missing cavity barriers and defective fire stopping.  In 2025, an adjudicator ruled that Ardmore Construction had breached its duties under the Defective Premises Act and ordered it to pay £14.9m.  However, the firm entered administration the day before the decision was issued and, as such, has not paid.  The court held that adjudication awards can constitute a “relevant liability” for the purposes of a BLO and found it “just and equitable” to extend liability across the group, citing insolvency, restructuring, and evidence of defects.  Ardmore argues the legislation was not intended to apply in this way and says the decision has wider implications for the construction sector. Ardmore has indicated it intends to appeal the decision.  

Please access the full article here.

Farage sacks housing spokesman over Grenfell comments

Nigel Farage has dismissed Reform UK’s housing chief, Simon Dudley, following controversy over Dudley’s comments on post-Grenfell fire safety regulations. Dudley claimed that regulations introduced after the Grenfell Tower tragedy had gone too far, reportedly saying that “everyone dies in the end” and that tragic events such as fires cannot be entirely prevented. His remarks prompted condemnation from Labour.

Dudley later apologised, insisting he was not belittling the disaster or its “huge loss of life” and stressing it “must never happen again”. A Reform UK spokesperson has said that homes must be built safely but warned that “overly burdensome” building safety regulations risk stifling housebuilding. They said Dudley’s comments reflected a broader concern that the “regulatory pendulum has swung too far” since the Grenfell tragedy.

Please access the full article here.

UK construction costs remain stable despite Iran conflict

Dr David Crosthwaite, Chief Economist at BCIS, has examined how the Iran conflict might impact UK construction, and while early estimates expected the disruption to be short-lived, it’s now clear that the conflict could affect both demand and costs.

A BCIS survey conducted in late March found that 95% of the more than 300 construction professional respondents expect material prices to rise over the next year. While tender prices haven’t changed yet, a prolonged conflict could result in stalled projects, reduced workloads, and downward pressure on prices.  Fluctuating energy markets could also shift cost pressures from labour to materials.

Compared to the volatility caused by the Ukraine conflict in March 2022, the situation is more stable for now, but rising material costs (especially steel) are still a concern. Therefore, if energy prices remain high, the construction sector’s recovery could be delayed, adding to broader inflationary pressures.

You can read more here.

New Rail Station to Boost 4,000-Home Development in East London

The government plans to include a new rail station in the Beam Park development scheme in Havering, east London, as part of efforts to unblock stalled housing projects. 

The scheme, led by Countryside Partnerships and housing association L&Q, is delivering over 4,000 homes, with 50% designated as affordable and 25% suitable for families. Over 1,000 homes have already been completed, along with amenities like a primary school and health centre. Another 520 homes will soon be handed over to BeFirst, Barking and Dagenham's regeneration company.

The housing ministry, alongside the Greater London Authority, Havering council, and Transport for London, is securing funding for the station under the New Homes Accelerator programme. Kevin Delve, Managing Director of Vistry East London, has emphasized that this station will help "unlock the complex site" and keep the project on track.

You can read more here.

Building Safety Regulator introduces external remediation improvement plan

On 8 April 2026 the BSR announced on its website that it has introduced a "comprehensive external remediation improvement plan to reduce delays to higher-risk building safety works" to speed up higher-risk building (HRB) safety works across England.

The BSR say a major source of delay is poor quality or incomplete applications and with the plan they aim to reduce decision times for remediation applications to under 12 weeks and achieve approval rates above 65%.

The plan's key measures are:

• The creation of a dedicated external remediation multidisciplinary team (MDT), modelled on BSR’s Innovation Unit, with dedicated account managers to streamline communication.
• Further recruitment to increase regulatory lead capacity and reduce individual caseloads from around 25 to about 10 applications each.
• The use of more flexible “approval with requirements” so projects can start safely while some technical issues are finalised.
• The publication of new guidance on external remediation.

Access through the government website here.

With thanks to Jonathan Carrington, Josh Wong, Keira-Anne Dowsell, Elizabeth Terry and Sky Arklay

Disclaimer: The information in this publication is for guidance purposes only and does not constitute legal advice.  We attempt to ensure that the content is current as at the date of publication, but we do not guarantee that it remains up to date.  You should seek legal or other professional advice before acting or relying on any of the content.

If you have any queries please do get in contact with a member of the team, or your usual RPC contact.

To listen to this and all previous episodes, please click here. 

Headline development

FOS publish response to the FCA review into the impact of AI

On 2 April 2026, the Financial Ombudsman Service (FOS) published its response to the FCA's recent review into the use and impact of advanced AI on retail financial services. 

In the FCA review, the FCA confirmed that it was not intending to introduce extra regulations around AI. Instead, it confirmed the continued reliance on existing frameworks (such as the Consumer Duty) to focus on outcomes and the mitigation of any risks associated with the use of AI. 

In its reply, the FOS note the increased use of consumers (and some advisors) using AI in complaints and correspondence which has led to longer and inaccurate submissions. It is also noted that although complaints against firms using AI are relatively low, any alleged 'financial advice' provided by AI is outside of the FOS's remit. FOS highlight the continued risk to vulnerable consumers where the AI algorithms are unclear and have therefore called on the FCA to:  

• Provide guidance for firms to follow in evidencing the firm's identification and support for vulnerable customers.
• Allow consumers to request human review and receive plain English explanations in scenarios where AI has provided an outcome.
• Set clear expectations that firms should provide the FOS and consumers with a clear explanation on how AI contributed to an outcome (including the prompts and documents input in the AI system).
• Clarify the current expectations for record-keeping, paths to human escalation, and dispute handling in scenarios where no human is involved (such as where a consumer's AI agent may interact directly with a firm's AI chatbot).

To read more, please click here.

Tax practitioners

Cash for information: how HMRC is paying for intelligence

In November 2025, HMRC launched the Strengthened Reward Scheme (SRS), an enhanced informant and reward scheme, marking a significant shift in the UK’s approach to tackling serious tax avoidance and evasion. This initiative, announced in the 2025 Budget, represents a deliberate move towards providing financial incentives for whistleblowers, closely modelled on established programmes in the US and Canada.

Under the SRS, individuals who supply information that enables HMRC to collect significant unpaid tax may receive a share of the revenue recovered. HMRC's official guidance states that a reward may be payable where information leads to the collection of at least £1.5 million in additional tax, with awards ranging from 15% to 30% of the amount collected (excluding penalties and interest). The SRS applies primarily to serious tax avoidance and evasion involving large corporations, wealthy individuals, or offshore structures. 

However, any system that offers potentially substantial financial rewards is likely to attract attention beyond the sphere of legitimate informants. Generous rewards may encourage vexatious, speculative, or opportunistic reports that allege wrongdoing but lack credibility or actionable evidence. 

RPC's Michelle Sloane has written a blog which explores the likely impact of the SRS and how it falls broader global trend for incentivised enforcement. To read it please click here. 

Regulatory developments for FCA regulated entities

FCA publishes findings from multi-firm review of CDD controls

The FCA has published the findings of its multi-firm review into customer due diligence, enhanced due diligence and ongoing due diligence controls across a range of sectors.

The review, carried out in 2025, assessed firms’ systems and controls through questionnaires, desk-based reviews of policies and procedures, customer file reviews and interviews with staff. The FCA considered firms’ arrangements against the Money Laundering Regulations 2017 and its Financial Crime Guide.  

The FCA highlighted a number of weaknesses, including:

• policies and procedures that did not explain clearly what additional measures should be taken for enhanced due diligence;
• a lack of guidance for staff on how to identify and verify customers who could not provide usual forms of identification;
• insufficient detail on the frequency of periodic reviews and what should happen following an event-driven review;
• failures to gather or record key customer due diligence information, including the purpose and intended nature of the business relationship;
• failures to evidence and document enhanced due diligence measures for higher risk customers;
• limited evidence showing how firms differentiated between low and high-risk customers;
• failures to carry out periodic reviews where required;
• a lack of independent second line assurance, with the same staff sometimes responsible for both onboarding and reviewing customers; and
• poor version control, meaning firms could not demonstrate a proper audit trail of changes to documentation.

The FCA says firms should consider these findings in the context of their own business and continue reviewing their customer due diligence controls.  The findings will be of interest to businesses outside of FCA regulated entities given the proposal that the FCA's remit with respect to money laundering is to extend to other professional service firms – law firms and accountants in particular.

To read more, please click here. 

Backlog of claims being dealt with by FSCS

In a letter seen by Citywire from the Financial Services Compensation Scheme (FSCS) to an adviser working on claims against failed advice firms, the FSCS has reported having a backlog of claims and that it is unable to provide a timeframe as to when cases will be allocated.

Citywire reports that it has seen other letters noting the same issues and after Citywire reached out to the FSCS for comment, the FSCS responded stating that it operates an efficient claim system and that for more complex claims, it is continuing to innovate so that claims can be dealt with as efficiently as possible.

From the FSCS's comments the extent of the backlog is unclear. It also seems that the backlog largely relates to advice claims, with the FSCS confirming that claims times concerning insurance and deposits are operating within service level expectations.

To read more, please click here [requires registration].

With thanks to this week's contributors: Heather Buttifant, James Parsons, Brendan Marrinan, Ben Simmonds, and Kerone Thomas

Introduction

The stated aim of the SRS is to harness credible third-party information to uncover hidden non-compliance, reduce the tax gap, and strengthen HMRC’s enforcement capabilities. However, while the promise of increased compliance and deeper investigative reach is compelling, the introduction of a formal and generous reward system raises a host of operational, ethical, and resource challenges.

These include the potential for a dramatic increase in vexatious or opportunistic reports, the demands on HMRC’s capacity to effectively vet and act on information received, and the broader implications for enforcement culture in the UK.

This blog explores the likely impact of the SRS, both intended and unintended, and considers it within a broader global trend for incentivised enforcement.

The structure of the SRS

Under the SRS, individuals who supply information that enables HMRC to collect significant unpaid tax may receive a share of the revenue recovered. HMRC's official guidance states that a reward may be payable where information leads to the collection of at least £1.5 million in additional tax, with awards ranging from 15% to 30% of the amount collected (excluding penalties and interest). The SRS applies primarily to serious tax avoidance and evasion involving large corporations, wealthy individuals, or offshore structures. 

This represents a departure from HMRC’s historical approach, which was a discretionary and modest informant reward system. Prior to the 2025 reforms, HMRC paid out rewards for credible information relating to suspected fraud, but the amounts were limited and did not involve a percentage-based structure. 

In contrast, the US Internal Revenue Service (IRS) Whistleblower Program has paid out substantial awards (often between 15–30% of the recovered tax) and generated billions of dollars in additional revenue collections. Similarly, Canada’s Offshore Tax Information Program has shown the potential benefit of a structured incentive reward scheme. The SRS explicitly draws inspiration from these models.

Increasing credible disclosures 

One of the SRS’s principal aims is to increase the volume of credible disclosures made to HMRC. By aligning economic incentives with compliance objectives, the policy seeks to encourage insiders and other knowledgeable parties will relevant information, who might otherwise remain silent.

Confidential sources, such as employees of large businesses, tax professionals, or intermediaries with insight into avoidance schemes or tax evasion, now have a financial incentive to come forward. This could help HMRC penetrate opaque structures, uncover orchestrated avoidance strategies, and initiate enforcement actions that might not otherwise take place.

Moreover, linking rewards to the actual amount of tax recovered, provides a transparent and proportional incentive. Systems, such as the IRS's programme, have encouraged a steady flow of high-value reports and have generated billions in additional revenue. 

The rise of vexatious and opportunistic reports

Any system that offers potentially substantial financial rewards is likely to attract attention beyond the sphere of legitimate informants. Generous rewards may encourage vexatious, speculative, or opportunistic reports that allege wrongdoing but lack credibility or actionable evidence. 

Even before the SRS was introduced, the volume of HMRC tip-offs had increased substantially in recent years, with a record number of reports in 2024/25 but a decline in the average amount paid to informants, which suggests that many submissions lacked the substance necessary for further action to be taken by HMRC. 

A flood of low-quality reports risks diverting HMRC’s scarce investigative resources away from genuine cases, as investigators will have to sift through reports to identify actionable intelligence. It also raises the possibility of malicious reporting, where individuals lodge unfounded claims with the aim of simply causing upset for the person concerned.

Resource and operational challenges for HMRC

To maintain confidence and effectiveness, HMRC must allocate substantial resources to manage the anticipated volume of information it will receive from informants. This includes initial vetting, risk assessment, prioritisation and, where appropriate, referring matters to compliance divisions or criminal investigation teams within HMRC.

Unlike traditional enforcement investigations initiated by HMRC, third-party disclosures can arrive in a wide variety of formats, levels of detail, and evidentiary rigor. Establishing robust mechanisms to distinguish between genuinely valuable leads and spurious information, will be essential. HMRC’s enforcement teams may also need to enhance their expertise in data analysis, pattern recognition, and financial forensics, in order to handle this demand effectively.

Without adequate resource allocation, there is a risk of delays, which could erode confidence in the SRS. Those contemplating disclosure are more likely to participate in the SRS if they believe their information will be taken seriously and acted upon. Delays or opaque decision-making is likely to reduce participation in the SRS.

Balancing transparency and confidentiality

Another operational consideration for HMRC is how it balances the need for confidentiality with accountability. Safeguarding the identity of informants is often very important. At the same time, the system requires transparency in its reward decision-making process in order to foster confidence. This balancing act adds complexity to HMRC’s administrative workload and requires careful policy considerations.

Broader trends in enforcement: UK, US, Canada and beyond

The introduction of financial rewards for whistleblowers in tax matters aligns with a broader global trend across various enforcement bodies. In financial regulation and economic crime, agencies such as the Serious Fraud Office (SFO) and the Financial Conduct Authority (FCA) have expressed interest or taken preliminary steps toward incentivising whistleblowers. For example, in its annual business plan for 2025/6, the SFO has advocated financial incentives similar to those in the US, and FCA reports reflect ongoing engagement with the topic.

This trend mirrors the longstanding practice in the US under programmes like the IRS whistleblower scheme and the Securities and Exchange Commission whistleblower reward programme, which have demonstrated the potential of third-party intelligence to supplement traditional enforcement action. Canadian programmes, although operating on a smaller scale, with different eligibility criteria and payout bands than those in the US, similarly demonstrate how incentivised disclosure can contribute significantly to revenue collection and enforcement reach. 

The UK’s adoption of a percentage-based reward model reflects an acknowledgement that traditional investigation methods may no longer suffice in an era of complex international tax avoidance and digitalised economic activity.

Maintaining confidence 

To ensure confidence in the SRS, HMRC must ensure it operates with credibility, fairness, and accountability. Criteria for determining eligibility, reward quantum, and deciding borderline cases, must be clear and well-communicated. Discretionary decision-making should be informed by objective criteria.

Crucially, mechanisms for appeal or review, such as those available under the IRS whistleblower programme, would enhance trust among potential participants. Without appropriate avenues for redress, confidence in the SRS will be undermined.

Conclusion

The SRS is a bold and potentially game changing addition to the UK’s tax enforcement toolkit. By aligning financial incentives with compliance objectives, the SRS seeks to elevate the role of third-party disclosures in detecting serious tax avoidance and evasion. In doing so, it draws on established international models that have delivered significant results in other jurisdictions.

To listen to this and all previous episodes, please click here.

Headline development

Supreme Court reviews scope of principal liability for appointed representative’s dealings with retail clients

In Kession Capital Ltd (in Liquidation) v KVB Consultants Ltd and others, the Supreme Court considered whether an appointed representative agreement can limit a principal firm’s liability for the acts of its appointed representative in dealings with retail clients.

Kession Capital Ltd (KCL), an authorised firm, entered into an appointed representative agreement with Jacob Hopkins McKenzie Ltd (JHM) under section 39 FSMA. The agreement authorised JHM to carry on certain business on KCL’s behalf, but prohibited it from dealing with retail clients.

JHM later promoted and operated a number of property investment schemes. Investors, including KVB Consultants Ltd, invested around £1.7 million. When the schemes failed, claims were brought to recover those losses.

Summary judgment was entered against KCL on the basis that, under section 39 FSMA, it had assumed responsibility for JHM’s marketing of the schemes.

The Court of Appeal upheld that decision. It agreed that the agreement prohibited JHM from advising on and arranging the schemes, but held by majority that the agreement did not limit KCL’s liability for JHM’s acts and omissions in conducting business with retail clients. That latter issue was the subject of the appeal to the Supreme Court.

The Supreme Court upheld Kession's appeal, deciding unanimously that Kession (as principal) was not responsible for the advice given in respect of the investment schemes by JHM on the basis that they themselves did not have permission to give such advice, and JHM was expressly prevented from doing so under the AR agreement.

The case addresses an important question for authorised firms using appointed representatives - whether contractual limits in an AR agreement can narrow the statutory responsibility imposed by section 39 FSMA.

To read the decision, please click here.

Auditors

FRC publishes Annual Plan and Budget for 2026/27

The FRC has now published its Annual Plan and Budget for 2026/27. The document doesn’t contain any major surprises, but it does give a clearer indication of the regulator’s priorities for the coming year.

The focus remains on (1) audit supervision and enforcement, (2) support for smaller firms, and (3) work on wider issues affecting the market, including AI and ESG. The plan also points to further work on standards and guidance across audit, actuarial work and pensions, whilst also referring to changes to enforcement processes and the continued development of the FRC’s supervisory approach to audit oversight.

The FRC says it wants enforcement cases to move through the system more quickly, whilst continuing work intended to help smaller firms build capability and take on a greater role in the audit market. More broadly, the plan suggests continuity rather than any real change in direction, but it’s still a useful guide to where the FRC’s attention is likely to fall over the next 12 months.

To read RPC’s article in more detail, click here.

FRC issues guidance on the use of generative AI in audits

On Tuesday, the Financial Reporting Council (FRC), the audit watchdog, issued guidance to audit firms on the use of generative AI.  According to the FRC, this is the first such guidance on AI issued by any audit regulator globally.

The FRC emphasizes that the guidance has not been issued in response to any quality concerns in audit work already identified, but rather it "codifies good practice, promotes audit quality, builds confidence in the use of these technologies, and provides a conceptual foundation for future FRC work in this area."

Although the FRC is clearly not opposed to the careful and responsible use of AI in audits, it nevertheless reaffirmed that human auditors will bear the ultimate responsibility for the quality of audits, and careful attention will need to be paid to alleviating the inherent risks of generative AI, such as hallucinations.

To read the FRC's announcement and the guidance, click here.

Tax practitioners

UT allows SDLT overpayment relief claim despite calculation error

In BTR Core Fund JPUT v HMRC, the Upper Tribunal allowed an appeal, holding that an error in calculating SDLT was not a “mistake in a claim” for the purposes of the overpayment relief rules.

BTR had claimed Multiple Dwellings Relief in its SDLT return but, following HMRC guidance at the time, applied the higher residential rates and overpaid SDLT. After HMRC later changed its guidance, BTR sought overpayment relief. HMRC refused the claim on the basis that the overpayment arose from a mistake in the claim itself.

The UT rejected that argument. It held that the mistake was in the calculation of the SDLT liability, not in the making of the MDR claim. On that basis, the statutory exclusion did not apply and HMRC was required to give effect to the claim.

To read RPC’s article in more detail, click here.

Pensions

TPR publishes guidance on Virgin Media issues

TPR has issued guidance for trustees dealing with historic scheme amendments affected by the Virgin Media decision. The guidance accompanies the proposed changes in the Pension Schemes Bill, which are intended to allow schemes to obtain retrospective actuarial confirmation where section 37 confirmation is missing, or there is no evidence that it was obtained.

The guidance covers the steps trustees should now be considering, including whether the scheme is affected, what legal and actuarial input is needed, and how any remedial exercise should be scoped and documented. TPR also says it does not expect exhaustive searches for historic evidence before actuaries are instructed, and indicates that past failures to obtain section 37 confirmation are unlikely to be materially significant to its regulatory functions now.

To read RPC’s article in more detail, click here.

Pensions ombudsman confirms no duty on a scheme administrator to carry out extra due diligence

In the complaint by Mr N (CAS-69397-X3Y6) (30 January 2026), the deputy ombudsman dismissed the assertion that Mr N's defined benefit scheme administrator (the DBA) should have conducted further due diligence before allowing Mr N to transfer his pension.

Mr N was cold called by an advisor who offered a free pension scheme review. The pension advisors recommended the Mr N transfer his defined benefit pension into a small, self-administered pension scheme (SSAS) for higher returns.Mr N instructed his DBA to complete the transfer, and signed several documents which confirmed he was aware of the risk of pension fraud and that he had done is own research and had not been cold called.

Mr N's SSAS subsequently failed and his pension funds were lost. Mr N sought to complain against the DBA, alleging that the DBA failed to conduct adequate due diligence on the SSAS. This failure included not spotting the red flags of the SSAS, including that the SSAS was newly registered and the pension advisor was unregulated. Mr N maintained that his signature on the waiver prior to the transfer was not evidence that he adequately understood the risks involved.

The deputy pensions ombudsman dismissed Mr N's complaint and confirmed that the DBA completed the relevant checks and obtained assurances from Mr N as required of them. The DBA was under no further obligation, nor did they assume the responsibility to do so, to carry out further checks.

To read more, please clickhere.

FRCC report and FCA response bring renewed focus to BSPS

The Office of the Financial Regulators Complaints Commissioner (FRCC) has published its final report on the FCA’s oversight of the British Steel Pension Scheme (BSPS), with the FCA publishing its response on the same day. The two documents revisit the FCA’s handling of the BSPS transfer episode and, in particular, whether it acted quickly enough to protect members from unsuitable transfer advice.

The FRCC concluded that the FCA failed to protect former BSPS members from foreseeable harm. In particular, it found that the FCA had failed to:

• take preventative action by strengthening the regulatory framework or other consumer protection measures before the BSPS advice was given.
• intervene effectively during the “time to choose” period when unsuitable advice was being given to BSPS members; and
• respond with sufficient urgency once the damage had materialised.

The FRCC’s report also addresses complaints from former BSPS members about the FCA’s regulation of defined benefit transfer advice following the Tata Steel UK restructuring. It notes the FCA’s own estimate that almost half of the advice given was unsuitable, and recommends that the FCA revisit its decision not to uphold any of the complaints made against it.

The FCA says it has learned important lessons from BSPS and has already accepted and implemented recommendations arising from earlier reports. However, it does not accept the FRCC’s conclusion that it was behind the curve in anticipating, preventing and responding to widespread unsuitable advice. The FCA also maintains that the regulatory framework in place at the time was appropriate and designed to protect consumers, although it accepts that poor information-sharing between organisations affected early visibility of the issues.

The FRCC also recommended that the FCA consider evidence that some firms may not have complied with the three-month deadline for making redress offers following the valuation date. The FCA has accepted that recommendation and says it will consider any such evidence from complainants.

To read more, please click here.

FOS developments

FOS 2026/27 financial year priorities for a quicker clearer service

The Financial Ombudsman Service (FOS) has published its Plans and Budget for 2026/27, outlining the most significant operational transformation in its 25‑year history. Working with the FCA and government, the FOS is progressing an ambitious reform programme to refocus on its core role as a quick, informal alternative to the courts. A joint consultation with the FCA proposes updates to processes and greater transparency.

Over the coming year, the Ombudsman will prioritise making its service quicker, clearer and more accessible, including through enhanced digital tools that streamline customer journeys and free up caseworkers to focus their time on complaints. Complaint volumes are expected to fall to 199,000 new cases in 2026/27, driven by fewer motor finance commission and professional representative complaints, with 266,500 cases planned for resolution. To fund reforms amid inflationary pressures and reduced reserves, the compulsory levy will rise to £86m and case fees will increase, though overall costs will remain below 2023/24 levels.

See here for the Press Release and the full documents can be found here.

FOS increases case fees for 2026/27

As mentioned above, in the plans and budget for 2026/27, FOS has set out that its case fees will increase.

After two years of case fees and levies remaining the same, FOS has said that this is no longer sustainable as result of inflationary challenges, reduced reserves and the cost of implanting the largest reforms to FOS since its creation.

The increase will see respondent firms now charged £680 per case, up from £650 per case. For professional representatives which bring cases on behalf of consumers, if the case is decided in favour of the consumer, a professional representative will be charged a case fee of £80 and in circumstances where the case is decided in favour of the respondent firm, the professional representative will be charged a case fee of £260, with the respondent firm's case fee reduced to £500.

Further changes are also being made, which in the future will allow FOS to introduce differentiated case fees – including changing the free case allowance to a monetary value of £2,000 for both respondent firms and professional representatives.

To read more, please click here.

More on the proposed changes to FOS, including the 10-year complaint limit

Continuing with the FOS reforms, the some of the proposed changes designed to make complaint resolution quicker, more consistent and more predictable for firms and consumers include:

• a 10-year absolute time limit for bringing complaints to the FOS, subject to limited FCA exceptions.
• a new referral mechanism requiring the FOS to seek the FCA’s view where there is uncertainty over FCA rules or wider market implications.
• changes to the FOS’s fair and reasonable test, so that where firms have complied with relevant FCA rules they must be treated by the FOS as having acted fairly and reasonably.
• structural changes intended to improve consistency in FOS decision-making, including giving the Chief Ombudsman overall responsibility for determinations.
• a requirement for the FOS and FCA to publish regular thematic reports to help firms and consumers understand how certain complaints will be approached; and
• provision to ensure the FCA has the tools it needs to respond quickly and effectively to mass redress events where appropriate.

The consultation response also confirms that the FOS will not become a subsidiary of the FCA. Legislation is due to follow when Parliamentary time allows.

To read more, please click here.

Regulatory developments for FCA regulated entities

FCA release final policy statement on the motor finance consumer redress scheme

Following the consultation launched in October 2025, the FCA have introduced the motor finance consumer redress scheme for customers who were treated unfairly in taking out motor finance loans or leasing agreements between 2007 and 2024.

It is estimated that the average consumer will be entitled to £829 in redress per agreement entered into, giving a total costs to the industry of around £7.5bn - £9b. The overall estimate for the redress bill has decreased slightly from when the consultation opened, when the overall estimate was between £8bn and £11bn. The scope has also reduced, with around 12 million agreements now falling to the scheme, down from 14 million. Other changes include a move away from an automatic presumption of unfairness in some cases, along with different treatment now being applied to cases that pre and post-date 2014.

There will be a short implementation period so that firms can prepare to operate the scheme and start dealing with complaints. The implementation period for loans taken out from 1 April 2024 will be 30 June 2026 and 31 August 2026 for loans taken out earlier.

For consumers who complain before the implementation period ends, the lenders will have 3 months to confirm if redress is owed, and if so, how much. Consumers will then have 1 month to accept or challenge the redress calculation. For consumers who do not complain within the implementation period, lenders will within 6 months, invite the consumer to join the scheme and the consumer will have 6 months in order to do so.

It is intended that nearly all cases should be resolved by the end of 2027, which highlights the work that some lenders have been implementing ahead of the scheme being finalised.

To read more, please click here.

FCA leads cross regulator taskforce on motor finance claims

The FCA has also announced a new cross regulator taskforce to address poor practices by some claims management companies (CMCs) and law firms in relation to motor finance claims. The initiative brings together the FCA, SRA, ICO and ASA to share intelligence and take swift, co ordinated enforcement action using the full range of their powers. The taskforce will focus on tackling unsolicited and misleading advertising, meritless or duplicative claims, multiple representation, and unfair exit fees.

The FCA has reiterated that its forthcoming motor finance redress scheme will be free and that consumers do not need to use CMCs or law firms, which may take up to 30% of any compensation. Consumers are urged to avoid signing up with multiple representatives, be alert to potential scams and report nuisance calls, texts, and misleading adverts. Complaints about authorised CMCs or regulated law firms should follow established FCA, SRA and Legal Ombudsman routes.

See the FCA Press Release here.

Relevant case law updates

High Court finds auditors do not owe a common law duty to report directly to shareholders

The Chancery Division has refused an application by a claimant company for permission to re-amend its Particulars of Claim to expand its claim to allege that the defendant auditors owed a duty to report directly to individual shareholders.

Whilst the Court found that the new claim involved a new cause of action and was statute barred as it introduced new factual elements (such that it could not be said the claim arose out of the same facts as the original pleaded case), the relevant finding – for auditors at least – is that the Court found that the new cause of action had no real prospects of success. The Court held that auditors do not owe a common law duty to report direct to individual shareholders, even if there are suspicions of fraud on the part of the directors.

The decision was made in The Wine Enterprise Investment Scheme Ltd (in liquidation) (acting by Finbarr O' Connell and Colin Hardman in their capacity as Joint Liquidators) v Crowe UK LLP (formerly Crowe Clark Whitehill Llp) [2026] EWHC 692 (Ch).

To read the judgment, please clickhere.

Settlement agreement held to cover later £10 million-plus claim

The High Court has held that a settlement agreement entered into for £200,000 also extended to multi-lateral interchange fees related claims brought by a company that only became associated with the claimant after the agreement was signed.

The dispute arose from a settlement between Luxottica Retail UK Ltd and Visa companies in relation to interchange fee claims. After the agreement was executed, Grandvision - a company in which Luxottica’s parent later acquired a controlling interest - brought a further claim said to be worth more than £10 million. The Court found that, on the wording used, the agreement was wide enough to capture claims brought by associated companies, including those becoming associated after execution.

The Court rejected the argument that the settlement should be read more narrowly by reference to the original claim being settled. Instead, it placed weight on the breadth of the drafting and the absence of any express limitation. While Visa was entitled to declaratory relief and damages, the Court declined to order specific performance of the obligation to ensure withdrawal of the later claim.

To read the judgment, please click here.

With thanks to this week's contributors: Heather Buttifant, James Parsons, Brendan Marrinan, Ben Simmonds, Alison Thomas and Kerone Thomas

If you have any queries please do get in contact with a member of the team, or your usual RPC contact.

HMRC has identified that organised criminal gangs are using CIS deductions to conduct large-scale tax evasion. This can occur where a contractor fails to deduct or account to HMRC for tax on payments made to subcontractors, or where a subcontractor falsely reclaims deductions that were not made. CIS has always demanded careful compliance, but these changes materially raise the stakes, particularly for businesses working with subcontractors and labour suppliers.

The Changes

Under the new CIS regime, contractors will be liable for any lost tax, in addition to a penalty of up to 30% of the lost tax, if it is established that they "knew or should have known" that a transaction in their supply chain was connected to fraudulent tax evasion. The changes will also be relevant to individual directors and persons connected with the business, because they could also be liable to a penalty of up to 30% of any lost tax.

Additionally, HMRC will gain the power to immediately revoke a business's gross payment status if fraud is detected, with the waiting period for reapplying for this status extended from one year to five years.

In relation to the administration of CIS, from 6 April 2026, mainstream contractors will be required to file a nil return when they have not paid any subcontractors that month, and payments to local authorities and specified public bodies will fall outside the CIS. The intention of these changes is to simplify the CIS, although the requirement to file a nil return will again increase the administrative burden for mainstream contractors.

These measures have been modelled on those introduced to counteract VAT fraud. In that context, the introduction of a constructive knowledge test gave rise to a significant number of factual disputes with HMRC, where companies are put in the difficult position of proving an absence of knowledge of fraud.

The measures follow broader government efforts to tighten compliance across labour supply chains, including closer scrutiny of umbrella companies and PAYE responsibilities. The direction of travel is clear: accountability is shifting onto everyone in the chain, not just those directly perpetrating the fraud.

What you need to do

Now is the time for businesses to:

• review CIS policies, procedures and contracts (including supply chain clauses and onboarding processes)

• assess whether their current level of due diligence would withstand HMRC scrutiny under a “knew or should have known” test

• strengthen record-keeping so that checks carried out on counterparties and payments can be evidenced.

If you would like to discuss the coming changes or if you, or a company in your supply chain, are contacted by HMRC and require expert legal advice and assistance please contact Michelle Sloane or Daniel Williams.

Virgin Media was a landmark case that cast doubt upon the validity of historic alterations to pension scheme rules (some as far back as 1997). The Court held that a lack of written actuarial confirmation (as required by section 37 of the Pension Schemes Act 1993 for amendments impacting member benefits in contracted-out schemes) would render an amendment void, regardless of whether such actuarial confirmation would have been granted had it been sought at the time. Broadly, actuarial confirmation requires the scheme actuary to confirm that an alteration does not prevent the pension scheme from continuing to meet the "reference scheme test".

In February the Financial Reporting Council (FRC) published guidance for scheme actuaries responsible for giving retrospective confirmation in accordance with the Bill. The FRC made it clear that actuaries could take a proportionate approach and rely on "indirect evidence" that actuarial confirmation would have been given at the time, in recognition of the fact the Bill does not require the actuary to be certain (it needs to be "reasonable to conclude" that the alteration would not have prevented the scheme from continuing to satisfy the statutory standard). 

TPR's guidance

TPR confirms that the guidance is for trustees, scheme managers and responsible authorities (collectively referred to as governing bodies in the guidance) of occupational pension schemes that:

• were contracted-out on the salary-related basis at any point between 6 April 1997 and 5 April 2016, and
• have not been fully wound up or transferred to the Pension Protection Fund (PPF) or the Financial Assistance Scheme (FAS) at the date the Bill receives Royal Assent.

The second bullet point reflects the fact that the Bill confirms that alterations in wound up schemes will be treated as having met the requirements of the regulations from their original effective date and so are to be treated as valid. TPR makes it clear that schemes that have not been fully wound up will need to obtain actuarial confirmation (which indicates TPR does not condone leaving the issues unresolved where the scheme is in the process of winding up in order to benefit from the carve-out in the Bill).

TPR confirms that governing bodies should:

• Establish whether the scheme is affected by the judgments in the Virgin Media case and, if so, decide whether it will use the potential remediation available under the Bill.
• Understand the Virgin Media judgment and the remediation available under the Bill;
• Seek advice and information from the scheme's legal adviser and actuary;
• If using the remediation under the Bill, provide formal written instructions to the scheme actuary to undertake the work.

TPR confirms the scope of work should specify:

• the alterations requiring consideration; and
• "where multiple alterations occurred at the same time, eg in a single deed of amendment, whether your actuary can consider the overall effect of all these alterations together, or consider each alteration individually, or a combination of both approaches. A new trust deed and rules may have contained substantive amendments even if it is called a consolidating deed and these will need to be identified".

• Agree a practical and realistic timescale with the actuary, and discuss timings with the sponsoring employer;
• Ensure that document retention policies will not cause the destruction of relevant records until matters are resolved;
• At the outset, consult the actuary to determine whether they have sufficient information. Consistent with the FRC's guidance advocating a proportionate approach, TPR confirms "we do not expect you to carry out exhaustive searches before your actuary undertakes the remediation work". If further information is required, TPR encourages governing bodies to liaise with former administrators, actuaries, legal advisers, employers, and trustees. 

As a starting point it encourages governing bodies to "consider the circumstances impartially " and determine whether alterations required a s.37 confirmation (noting alterations before 6 April 1997 or after 5 April 2016 will be out of scope) and, thereafter, whether any of those alterations are missing a s.37 confirmation. If so, TPR propose that trustees weigh up the cost/benefit of devoting resource to searching for evidence instead of assuming there was no certification and moving directly to remediation.

TPR notes there will be situations where the actuary cannot provide the retrospective confirmation for all the affected alterations; in such circumstances governing bodies should consider the reasons and decide what to do next. TPR does not address what these circumstances may be, but if an actuary is unable to provide actuarial confirmation it is likely trustees will need input from the scheme's legal adviser as to how it should proceed, including consideration as to whether actuarial confirmation can be provided if further information is provided. TPR also notes that schemes will need to consider the extent to which validity issues impact the funding position of the scheme; this will be more relevant if it becomes apparent the scheme cannot obtain retrospective actuarial confirmation via the Bill.

TPR also provides practical tips by encouraging governing bodies to take the following measures when carrying out this exercise:

• Make decisions in line with decision-making procedures in the scheme's governing documentation;
• Maintain a clear audit trail for decisions, actions, and results;
• Store actuarial confirmations alongside the alterations, with whoever holds the scheme's formal documentation, and provide copies to the sponsoring employer who should be kept informed of decisions;
• Prepare "a reactive response on this issue to manage member queries in a clear and consistent way", and update it following completion of the remedial exercise.
• Assess quality of scheme data in light of the exercise, and improve it as necessary.

Trustees will be pleased to note that TPR confirms that it does not expect governing bodies to report remedial actions or failures to obtain s.37 confirmations in the past.  TPR notes that "any historic breach is very unlikely to be materially significant to us now in carrying out any of our functions".

Commentary

TPR has issued practical guidance that is similar to that issued by the FRC to actuaries, in that it makes it clear that trustees should take a proportionate and cost-effective approach to resolving s.37 issues. This is reflected in its recognition that trustees may decide to assume there is no actuarial confirmation and move directly to remediation instead of carrying out exhaustive searches for evidence. TPR notes that trustees can instruct actuaries before the Bill receives Royal Assent (which is expected to happen in April).

That said, TPR clearly expects schemes to address these issues rather than simply ignoring them and assuming compliance. Schemes in the process of winding up are expected to bottom out any Virgin Media issues, albeit in practice this may not make a practical difference if buy-out providers are unwilling to assume the risk of leaving s.37 issues unresolved (particularly as there should now be a route to validating alterations that would have been given actuarial confirmation had such been sought at the relevant time).

It is also interesting to note that TPR calls on trustees to assess Virgin Media issues "impartially", and in this respect it is noteworthy that TPR suggests that it does not expect to be informed of s.37 issues and that it is "very unlikely" to take any action in respect of the same.

So, to help employers navigate and prepare for the new regime, we're devoting our latest three-part mini-series to the topic of non-financial misconduct or "NFM".

In the third and final part of our mini-series, host Ellie Gelder is joined by Sybille Raphael, joint CEO at whistleblowing charity Protect and Patrick Brodie, partner and head of RPC's Employment, Engagement & Equality team. Sybille and Patrick share their insights on:

• the increasingly prominent role of NFM in cases of whistleblowing;
• the regulatory, legislative and cultural impetus to tackle NFM;
• why people find it hard to blow the whistle about NFM and how employers can empower their employees to speak up;
• balancing responsibilities to the whistleblower, the alleged wrongdoer and witnesses;
• what "good" looks like when we talk about "Speak Up" cultures;
• how to assess if your organisation's process for reporting and investigating NFM is working;
• specific actions that employers might consider taking after a formal investigation into NFM has concluded; and
• Sybille and Patrick's key practical takeaways.

Listen to parts 1 and 2 of this Work Couch mini-series on Non-financial misconduct, regulation and the law: 

• Part 1: What’s on the horizon for 2026? with Macaela Joyes and Whitney Simpson
• Part 2: Key watch-outs before and during an investigation, with Kelly Thomson and Charlotte Reid

* Please note these podcasts will not run on Internet Explorer

We hope you enjoyed this episode. If you did, please subscribe to be notified when new episodes release. You can subscribe on Apple Podcasts and Spotify to stay up to date with the latest episodes.

All information is correct at the time of recording. The Work Couch is not a substitute for legal advice.

References

1. Report by Acas: How prevalent is individual conflict at work in Great Britain in 2025? (20 November 2025)
2. Report by Protect: Attitudes to whistleblowing – from Gen Z to Baby Boomers (24 June 2025)
3. Research by Mental Health First Aid England for My Whole Self campaign (10 February 2026)
4. Protect's Whistleblowing Benchmark tool

About Protect

Protect has over 30 years' experience helping employers diagnose system weaknesses, develop triage models, and strengthen speak-up culture. Protect sees over 3,000 new cases annually, giving a uniquely broad evidence base on emerging patterns. Protect has shaped the thinking around whistleblowing since 1993, helping Parliament and regulators set the rules and intervening in major appeal cases.

Zach Ewell shares insights into the time he interviewed Mike St. Lawrence, the man who first established the alien abduction policy. While Simon Burgess shares stories off his 'spoof' policies which included immaculate conception and alien abduction.

We hope you enjoyed this episode, if you did please subscribe to be notified when new episodes release.

The Court of Appeal has today handed down its judgment in the appeal of the High Court's decision in Mazur.

You will no doubt recall that the appeal, brought by CILEX, concerned the question of whether a non-authorised person may lawfully conduct litigation under the supervision of an authorised person under the Legal Services Act 2007. The Court heard submissions from a number of parties, including CILEX, the SRA, the Law Society, the Legal Services Board and the Association of Personal Injury Lawyers.

CILEX argued that the High Court's decision was wrongly decided and has generated uncertainty across the profession. Its position is that it is lawful to delegate tasks involved in litigation provided that an authorised person retains responsibility and accountability. It was argued that the Legal Services Act 2007 does not provide for delegation because it is implicit that solicitors can delegate.

The Court of Appeal has allowed the appeal and confirmed that, "provided the authorised individual puts in place appropriate arrangements for supervision of and delegation to unauthorised persons, those persons may perform tasks that amount to the conduct of litigation for and on behalf of the authorised individual".

This decision will no doubt bring much relief to the legal industry.

Worse than worst case for LeO

The Legal Ombudsman (LeO) has published its Q3 2025/26 complaints data. It says it is experiencing a "sustained and accelerating demand for its help". To the end of Q3 of 2025/26 the number of new complaints received by the LeO increased by 29.8% year-on-year - exceeding LeO’s worst-case projections.

The data shows record complaint volumes and high uphold rates, particularly in residential conveyancing, personal injury, and wills and probate. The data shows that poor communication, delay and weak first-tier complaint handling remain systemic issues.

The total remedies awarded in Q3 stood at £869,300. Where poor service was found, in 82% of cases the LeO awarded compensation for emotional effects. The LeO noted that emotional distress compensation is often an overlooked remedy at first tier complaint handling. It suggests that a "significant number of complaints may have been resolved earlier had appropriate compensation for emotional effects been offered when service failings were acknowledged".  

Law Society warns the SRA against its plans to separate compliance roles in firms

The Law Society has stated that the SRA needs to rethink its proposals on compliance officer changes, which it sees as "impractical and unlikely to prevent the perceived risks."

The SRA has been consulting on how best to protect client money held by solicitors. The most recent consultation ended on 20 February 2026, and sought views on improvements to the accountants' reports regime and strengthening checks and balances provided by compliance officers.

In a response on 23 February 2026, the Law Society expressed "serious concerns" about the SRA's proposals relating to restrictions on appointing compliance officers (COLPs, responsible for legal practice and COFAs, responsible for finance and administration). The SRA has proposed that within firms that meet specified risk thresholds (£600,000 a year in turnover and/or £500,000 held in client money at any point in the most recent reporting period) any individual that can unilaterally determine or direct significant management decisions cannot be a COLP or COFA. There is a specific exemption for sole owner manager firms in some circumstances. These proposals come after collapses of firms where the same person was responsible for monitoring financial and legal practice.

The Law Society believes that the proposed thresholds to determine the separation of roles are set too low and will negatively impact a significant number of firms, especially small-to-medium sized firms. Regulatory costs would be passed on to clients, and impact access to justice. The Law Society believes that the SRA's plans are not based on evidence, and think a better option would be to better utilise the data in the SRA's possession, to consider relevant factors like late filing, sudden fluctuations in client account balances, and ownership changes etc.

The Law Society welcomes engagement with the SRA to ensure that meaningful client protection can be ensured, but without damaging the diversity and accessibility of the profession.

Criticism for firms using AI for legal research

The Upper Tribunal Immigration and Asylum Chamber has criticised firms for using AI to conduct legal research and draft court documents: see here. The judgment records that the Upper Tribunal received grounds of appeal which included non-existent case law authorities, which had likely been hallucinated by AI. The solicitor involved also admitted uploading emails he had drafted for the client file to ChatGPT to improve them and confirmed that he had uploaded documents from client files to ChatGPT to assist in summarising them for clients.

In the past year, we have seen a significant increase in litigants in person, and even law firms, providing documents that appear to have been drafted (either wholly or in part) by AI. AI tools are not a replacement for legal research and there is a significant risk of AI tools hallucinating case law authorities that do not exist. As the Tribunal flags, uploading client data to open-source AI tools places that data in the public domain, breaching client confidentiality and waiving legal privilege. As a result, practitioners who have uploaded client information to open-source AI will need to consider whether a self-report to the ICO and SRA is needed.

Lawyers’ liability, when is a claim "brought" and limitation traps

The decision in Lukins v Quality Part X Ltd Ravensale Ltd [2026] EWHC 301 (KB) is a stark illustration of how procedural missteps around electronic filing can expose solicitors to lost litigation claims.

The defendants sought summary judgment on the basis that the claims were out of time for limitation purposes.  The claimants resisted the applications on the basis that the claims were brought when the court received the claim form, or in the alternative, the Court should exercise its power to remedy any error of procedure pursuant to CPR r.3.10.  The Court granted summary judgment against the claimants.

For a more detailed analysis of the decision, see here.

Regulators set out concerns regarding AML disciplinary action

We have previously reported on the UK government's plan to give the Financial Conduct Authority (FCA) a much larger role in supervising anti-money laundering (AML) compliance for selected professional services, including the legal and accountancy sectors, in respect of which it is to become the single supervisor.

The current oversight body for the legal and accountancy sectors is the Office for Professional Body Anti-Money Laundering Supervision (OPBAS), which will be abolished once the FCA takes over. OPBAS' role is to oversee the AML activities of the nine legal and thirteen accountancy regulators in the UK, and to ensure that these professional body supervisors (PBS) are supervising robustly and consistently.

In its recent 2024/2025 supervisory report published in March 2026, OPBAS has expressed concern that some PBS "aren't taking consistent, proportionate and sufficiently dissuasive disciplinary measures in circumstances where it would be warranted and justifiable".

The report suggests that PBSs report common breaches of inadequately documented policies and procedures, customer due diligence, client assessment or records and no or inadequate firm-wide risk assessment. OPBAS' view is that these "continued failures call into question the consistency and effectiveness of PBS supervision" and that samples of file reviews demonstrate that some PBSs take an "overly member-centric approach or assisted compliance view", which hinders robust AML supervision and might be linked to an "assisted compliance" culture found within some PBSs, whereby OPBS focus on working with firms to correct failures.

Whilst OPBAS states that there are limited circumstances in which assisted compliance may be appropriate, this should not be the default preference. Its view is that more effective practice includes balancing guidance provided to a PBS' supervised population with a demonstrable track record of taking enforcement action when appropriate.

OPBAS' report states that despite the above concerns, standards at PBSs have improved, providing a strong foundation on which to build a new regulatory model.

Hong Kong: Anti-Money Laundering – Law Firms required to complete Online Compliance Form

A Law Society of Hong Kong circular dated 2 January 2026 notified all law firms and sole proprietors in Hong Kong that they had to complete an online anti-money laundering and counter-terrorist financing (AMLCTF) "Compliance Self-Assessment Form" on or before 2 March 2026. The Law Society is the designated AMLCTF regulatory body for solicitors and registered foreign lawyers in Hong Kong, pursuant to the AMLCTF Ordinance (Cap. 615).

The AMLCTF Compliance Self-Assessment Form came as no surprise – for example, law firms were required to complete an AML Questionnaire in the Autumn of 2022 and informed that the Law Society would be "sharpening its supervisory oversight of member firms in relation to AMLCTF compliance". At the time, the Financial Action Task Force (FATF) – the intergovernmental body responsible for assessing compliance with AMLCTF global standards – was preparing a follow up a report on Hong Kong for 2023, with particular focus on (among other things) FATF Recommendation 28 ("Regulation and Supervision of Designated Non-Financial Businesses and Professions – DNFBPs").

The AMLCTF Compliance Self-Assessment Form had to be completed online by a partner, money laundering reporting officer or compliance officer or sole proprietor. Completion of the form was mandatory. The AMLCTF Compliance Self-Assessment Form should not have been difficult to complete. It focuses on four main areas for the year ended 2025: (i) type of legal practice (e.g., nature and size); (ii) type of business activities; (iii) client identification and due diligence measures; and (iv) AMLCTF compliance measures – such as recordkeeping, policies, procedures and training.

At the time of writing, it is understood that, of the approximately 1015 local and foreign law firms in Hong Kong (928 and 87, respectively) only a dozen or so failed to complete the AMLCTF Compliance Self-Assessment Form by the deadline – an impressive return rate. Those firms are likely to be granted a short extension of time; a failure to comply with that could be treated by the Conduct Section of the Law Society as a matter of professional conduct requiring investigation.

Law firms and sole proprietors in Hong Kong can expect more AMLCTF regulatory activity in the coming years, in the run up to the FATF's next mutual evaluation for Hong Kong (2028-29). FATF Recommendation 28 (DNFBPs) requires effective regulatory supervision and monitoring. The Law Society's AMLCTF unit within the secretariat will proceed to review the data from the self-assessment exercise before offering more support for law firms and sole proprietors through training, including on-site initiatives.

With thanks to additional contributors: Sally Lord , Aimee Talbot, Charlotte Thompson and Alice Tittensor

Landmark SLAPPs judgment  

On 11 March 2026, Mrs Justice Collins Rice handed down judgment in Kamal v Tax Policy Associates Ltd.  The case is the first court-mandated SLAPP pursuant to the Economic Crime and Corporate Transparency Act 2023 (ECCTA).

In determining whether the claim was a SLAPP pursuant to s.195 ECCTA, the Court explored whether the Claimant's conduct was intended to cause distress "beyond that ordinarily encountered in the course of properly conducted litigation".  Collins Rice J determined the Claimant's intention was to interfere with the Defendants' journalism "beyond his arguable entitlements as a defamation claimant" [217].  In reaching this assessment, the Court noted the "chilling effect" of various factors, including the Claimant's purported requirement to access the Defendants' subscriber base and therefore compromising proper journalistic source protection [188, 217], disproportionate attempts to compel the Defendants to publish particular documents or statements (including an attempt to recognise the Claimant as "the country's leading tax barrister" [190, 201]) alongside failing to discharge duties of full and frank disclosure in respect of an injunction application, an inflated claim valuation and oppressive inter-partes correspondence. 

Collins Rice J noted that whilst the Claimant demonstrated intentional conduct, a lesser standard of recklessness or wilful disregard could be sufficient [220]. 

Under CPR 3.4(2)(d) (the new provision put in place pursuant to s.194 ECCTA), the Court held the Claimant had not demonstrated the claim was more likely than not to succeed at trial: his malicious falsehood claim lacked the particularity required to proceed [46], and he had no real prospect of defeating the Defendants' honest opinion defence to his libel claim [103]. Given the intentionality of the Claimant's conduct, the claim's inherent defects and that no good reason was presented for it to advance to trial, the Court would have exercised its discretion to strike out the SLAPP if it were necessary (it was not owing to the Defendants' concurrent strike out application pursuant to CPR 3.4(2)(a)-(c) which succeeded) [228].  

Judgment on preliminary issues in Paul Sculfor and Ors v MGN 

Following the trial of a preliminary issue in Sculfor & Ors v MGN, the Court has dismissed four of the claims on grounds that they are time-barred. Following his 2023 judgment in Sussex & Ors v MGN, in which Fancourt J found that two claims were time-barred, certain remaining claimants sought to distinguish their claims on the basis of different fact patterns and the Court ordered a trial of those matters as a preliminary issue, selecting five claims as test claims. The five Claimants also advanced a new 'counterfactual' case which had not been advanced at the 2023 trial. This was based on the argument that if they had consulted solicitors more than six years before issue, they would have been advised not to issue a claim and therefore time had not started to run.

The Judge held that MGN's limitation defence succeeded in four cases.  The four Claimants could not rely on s.32 of the Limitation Act 1980 to overcome the limitation defences due to a combination of their actual and constructive knowledge, i.e. they either knew or could with reasonable diligence have discovered MGN's concealment of its wrongdoing (for the purposes of the preliminary issue, MGN had conceded such concealment). The fifth Claimant, Paul Sculfor, a former male model, overcame MGN's limitation defence.  The Court found that he was causally misled into believing that specific family members and friends were the source of the articles complained of; he had heard very little about the phone hacking scandal due to his exceptional circumstances; and he had no connection or conversation with anyone who believed they had been hacked or had brought a claim. His claim will therefore now proceed to a hearing on its merits.

The Court dismissed the 'counterfactual' case, holding it was irrelevant: there is no requirement in s.32 for prospective claimants to obtain legal advice before time starts to run and the matter of whether a solicitor is willing to act under a CFA has no impact on whether a claimant could with reasonable diligence discover sufficient facts to appreciate they had a 'worthwhile claim'.  RPC acted for MGN.

Article 10 a "strong factor" in Norwich Pharmacal decision 

On 13 January 2026, the High Court handed down judgment in Tooley v Associated Newspapers and Guardian News & Media(a claim for malicious falsehood and libel brought against Associated Newspapers (ANL) and the Telegraph (TMG)) dismissing an applicationfor a Norwich Pharmacal Order (NPO) made against the third party respondent, the Guardian (GNM).  The judgment has only recently been made available.

The Claimant sought disclosure from GNM regarding the identity of a source alleged to have leaked confidential family court material. The identity of the source had according to the Claimant been disclosed verbally, yet the Claimant sought GNM's written confirmation [9].

Mrs Justice Heather Williams considered the test to grant an NPO as clarified in Davidoff v Google.  The Judge considered that the first and second conditions (requiring (1) a wrong to have been carried out and (2) a need for the NPO to enable action to be brought against an ultimate wrongdoer) were "just about" made out. The Court considered that, in respect of (1), "there was some potential" that private information related to the family court proceedings was shared whilst it was confidential [34-35], and in respect of (2), considered the delay the Claimant could face if obtaining the information via alternative means (by the ICO and/or a data subject access request) albeit it still doubted whether this met the "strict threshold of necessity" [40-41]. 

However, the Court held that the third condition was not met.  It held GNM was not properly mixed up in or facilitated the alleged wrongdoing given GNM was a mere recipient of the relevant information and did not take steps to publish [43].  Even if the three threshold conditions had been met, the Court would not have exercised its discretion to grant the NPO given the apparent weakness of the Claimant's underlying claim and, in particular, the public interest in "maintaining the confidentiality of journalistic sources".  The Court held that Article 10 was a "strong factor" in GNM's favour [49-50].

Similarly, on 23 March 2026, Mrs Justice Steyn handed down a judgment in the same proceedings, in respect of various applications made by the Claimant against the Defendants, ANL and TMG. 

The Court refused the Claimant's application for interim relief with reference to the rule in Bonnard v Perryman.  The Court did not agree with the Claimant's submission that the articles were "unarguably" defamatory, and the Defendants confirmed that they intended to plead a truth defence [71].  The Court also noted the terms of the injunction sought were unnecessarily wide, ANL had the benefit of limitation arguments, and unjustified intrusions into Article 10 rights would arise if the application was granted given the Claimant's "lengthy delay" prior to issue [77].  As with GNM, the Claimant's application for an NPO against ANL was rejected, with the Court again reiterating the importance of "strong protection against disclosure of journalistic sources" [96]. 

County Court remains the appropriate forum for simple, low value data protection claims 

On 29 January 2026, the Court of Appeal handed down judgment in Wysokinski v OCS Security Limited (the judgment was only recently made publicly available).  The judgment endorses earlier High Court judgments which indicate that the County Court is the appropriate forum for low-value, straight-forward data protection claims which do not raise matters of significant public importance.

The Claimant alleged unauthorised disclosure of special category data (being the Claimant's medical data) without consent.  On the facts of the case, the Court of Appeal determined that the County Court was the appropriate forum. The Claim Form valued the claim between £15,000 and £30,000 ("well within the ambit of the County Court"), the claim did not suggest any factual or legal complexity which would warrant nomination to a High Court judge (particularly as the Defendant had admitted liability pre-action) and there was nothing to suggest any significant general public importance [31].

Meaning determined in Raphael Berg v Owen Jones

On 12 March 2026, Mrs Justice Steyn gave judgment on the meaning of an article published by Owen Jones on Drop Site News, titled "The BBC's Civil War Over Gaza".  The article analysed the output of the BBC's Middle East Online desk, which the Claimant, Mr Berg, oversees as editor.

The Claimant argued for a factual meaning that the Claimant "is a rogue journalist and editor" with a deliberate disregard for impartiality to present reporting in a manner "falsely favourable to Israel" [17].  The Defendant contended the Claimant's stated meaning was too high, submitting that the article bore an opinion meaning that the Claimant is responsible for coverage on Israel-Palestine "that appears to show bias in favour of Israel, in breach of the BBC's own Editorial Guidelines" [18].  

Steyn J ruled that the article bore an opinion meaning that the Claimant had "consistently failed to meet the BBC's editorial standards…by shaping coverage of the Israel-Palestine conflict" favourably to Israel, including in ways that "promote the government of Israel's narratives" and "fail to humanise Palestinians killed or injured" [32].

In rejecting the Claimant's submission that the article meant the Claimant had a deliberate bias, the Judge commented that whilst a couple of sentences in the article could support this submission, the hypothetical reader's overall impression would be an allegation of unconscious bias [29].

In respect of the opinion finding, the Judge noted that the article is (1) clearly "based on the product of the Claimant's editing and writing", (2) presented as a subjective assessment and (3) cites a body of "extraneous material…which by its nature invites comment". The judgment noted that the reader was permitted to form their own view, particularly given the article was set in the "polarised" context of Israel-Palestine [30]. RPC acts for Owen Jones.

Babbs v ICO – First-tier Tribunal dismisses appeal against ICO and Ofcom 

On 17 March 2026, the First-tier Tribunal (FTT) dismissed a second appeal against Ofcom's refusal to disclose information concerning meetings held with major technology companies throughout the development of its Illegal Content Codes of Practice (Codes) under the Online Safety Act 2023 (OSA). 

The information was sought via a freedom of information (FOI) requestfrom the organisation Clean Up the Internet (of which the Appellant is the lead consultant).  The Appellant's stated purpose of the request was to understand Ofcom's decision-making regarding content of the Codes as the Appellant is concerned that Ofcom "may have been influenced by arguments and information from large tech platforms",which had not been properly scrutinised in the public domain [3].

Ofcom withheld the requested information pursuant to s.44(1) Freedom of Information Act 2000 (FOIA) which determines information is exempt from disclosure if prohibited by statute. Ofcom relied specifically on s.393 of the Communications Act 2003, which provides that information with respect to particular businesses which have been obtained in exercise of a power conferred by the OSA cannot be disclosed without the business' consent, and makes it an offence to disclose such information outside of prescribed circumstances. 

The FTT rejected the Appellant's argument that s.393 should be interpreted narrowly and only apply to information obtained by Ofcom via compulsory powers i.e. not information provided voluntarily [15i].  The FTT held that the reference in s.393 was to the OSA in its entirety (rather than specific provisions) which meant it could be inferred Parliament intended s.393 to apply to all provisions of, and therefore all information received by virtue of, the OSA [24-25].  

Siniakovich v Hassan-Soudey & Ors – Court of Appeal holds that High Court was wrong to grant "backdating" order 

On 4 March 2026, the Court of Appeal allowed the Defendants' appeals in relation to an order which backdated the date of issue for claims in defamation and malicious falsehood.  

The Claimant's filing of the Claim Form and Particulars of Claim was rejected by court staff on the basis she had paid the incorrect court fee.  The attempt to issue the claim was made one day prior to expiry of the limitation period meaning later attempts to re-issue would fall outside.

The Claimant therefore made an application for relief to treat the claim as being issued on the original date of submission under CPR 3.10 and CPR r.3.1(2)(p).  The High Court granted the relief sought.

The Court of Appeal considered two central questions being (1) whether the High Court had the power to backdate the issue; and (2) whether failure to pay the correct court fee on that date meant that the action was not brought in time for limitation purposes.

In respect of (1), the Court of Appeal held that a court does not have power to backdate the issue date of a Claim Form, or to alter the date that an action is brought as this is fixed by statute and does not form part of its case management powers [40 – 44].  

However, in respect of (2), the Court held that the claims were not time barred for limitation purposes and were brought on the original date of issue as the date a claim is "brought" solely relied on the actions of the Claimant (i.e. the date it sought to issue) and not the steps subsequently taken by the Court office in order to process (and therefore its later assessment of whether the correct court fee was paid) [97, 101].  

BBC files motion to dismiss Trump's claim  

On 16 March 2026, the BBC filed a motion to dismiss President Trump's lawsuit in Florida relating to the Panorama episode “Trump: A Second Chance?” (see our reporting in a previous edition of Take 10 for the background).  The BBC seeks to challenge jurisdiction and Trump's defamation pleading.

In relation to jurisdiction, the BBC focuses on the fact the Panorama episode was not broadcast in, or aimed at, the Florida jurisdiction and/or the BBC did not itself make the episode available via other platforms.

The motion also alleges that Trump fails to properly plead both (a) 'actual harm' (relying on Trump's re-election afterthe episode aired, and his increase in votership at the 2024 election compared to the 2016 and 2020 elections) and (b) 'actual malice' (an element required by US defamation law where the plaintiff is a public figure).  In the alternative, the BBC argues that the episode contained expressions of opinion related to "hotly contested events…which have been the subject of extensive controversy and litigation", which is the sort of content that the US constitution offers strong protection. 

Online Safety Act updates: age assurance measures

On 12 March, the ICO published an open letter to social media and video sharing platforms calling for their implementation of robust age assurance measures, citing recently developed technology that more accurately verifies age in order to stop under-13s accessing services. The ICO notes many services are still relying on self-declaration of age as opposed to technologies such as facial age estimation, digital ID or photo matching.

On the same day, Ofcom wrote to Facebook, Instagram, Roblox, Snapchat, TikTok and YouTube with a call for further action, paired with statutory information requests, in respect of the measures they have taken for the protection of children on their services.  The call for action again focuses on the implementation of effective age assurance alongside the steps taken to protect children from harmful algorithms.  Ofcom is expected to report on the platforms' responses in May and has indicated an intention to take enforcement action if it is not satisfied with those responses. 

Quote of the fortnight

"Libel claimants are entitled to seek redress for tortious reputational harm according to the law. To do so is always to challenge defendants' entitlement to say whatever they want about claimants… A libel claimant is fully entitled to test that through litigation, whether or not the publication challenged has to do with economic crime or was made for a purpose related to the public interest in combating it. …What converts a claim into a statutory SLAPP, however…is all about how litigation is conducted."

Mrs Justice Collins Rice in Kamal at [155-156]:

To listen to this and all previous episodes, please click here.

Headline development

FCA to confirm approach to motor finance compensation scheme

Following consultation in October 2025, the FCA has confirmed that it will make an announcement setting out its final approach to the motor finance compensation scheme just after 4:30pm on Monday 30 March 2026. We'll of course provide more details in next week's edition.

Auditors

FRC announces major changes to audit supervisory model

The Financial Reporting Council (FRC) has announced that it will be making significant changes to its audit supervisory model.

With a view to enhancing audit quality and reinforcing resilience across the UK audit market, the FRC stated that it will be introducing a more proportionate, effective and integrated framework.

The FRC states that this revised approach will place more emphasis on firms' Systems of Quality Management, and that this will be at the heart of supervision activity. The FRC states that this more integrated method has been designed to promote a more resilient audit system, strengthen audit quality and ensure organisations continue to enjoy an environment in which they can confidently grow and scale.

The FRC has said that it will begin implementing these changes for the largest firms in April 2026, and that there will be further piloted developments throughout 2026/27. The FRC has said that these changes will complement its Building Capacity and Capability for Smaller Firms and SME Market Study initiatives, which support a more coordinated supervisory framework across both Public Interest Entity (PIE) and non-PIE audits.

To read more, please click here.

Mortgage brokers

FCA announces Later Life Mortgage study

Due to older homeowners relying on housing wealth in retirement, on 20 March 2026, the FCA announced the launch of a market study into whether change is needed to enable the lifetime and retirement interest only (RIO) mortgage sector to meet consumers' changing needs.

Lifetime and RIO mortgages operate in a similar way to standard mortgages in that they are loans secured against a homeowner's property. However, they are not typically used when purchasing a property and there is also no set mortgage term.

The market study will focus on the provision and distribution of these products to UK customers, as well as whether any new products could benefit consumers. The FCA states that the aim is to understand any barriers preventing firms from offering these products and to what extent consumers understand these products and their options.

The FCA has invited any views by 17 April 2026 and is aiming to publish an update by the end of 2026.

To read more, please click here.

Regulatory developments for FCA regulated entities

FCA sets out rules for ‘consumer segments’ ahead of 6 April targeted support launch

From 6 April, retail banks, pension providers and financial advisers authorised to provide targeted support will be able to begin targeted support  to customers as an alternative to individualised advice. The FCA has provided examples of how financial services firms should construct “consumer segments” when providing targeted support, ahead of the regime going live. 

The new guidance, comes on the back of the FCA's published policy statement and aims to provide firms with greater detail and support in making judgements. The regulator stresses that segments should comprise groups of customers with a shared financial support objective and, where relevant, common characteristics. Firms must be able to explain why a ready-made suggestion would be suitable (or unsuitable) for individuals within the group, without attempting a full fact-find akin to regulated advice.

The FCA outlines a three-step approach: assessing data readily accessible to the business area giving support; considering whether additional accessible data outside the core segment characteristics should influence suitability and, where relevant, disclosing to consumers where certain data has not been taken into account.

The watchdog warns that targeted support may not be appropriate where a firm cannot define a suitable suggestion without comprehensively assessing a consumer’s circumstances, and that any assumptions used in segment design must be reasonable.

To read more, click here.

FSCS sets out 5-year plan to deliver value to consumers and levy payers

The FSCS has published its 5-year strategy (for 2026-2031) to advance its purpose – to support financial stability and give confidence to consumers by ensuring consumers get continuity and compensation quickly when firms fail. 

The FSCS has set three core priorities: 

• continuing to optimise its claims model to deliver timely, high quality customer outcomes at any level of demand.
• embedding a strong purpose and performance-led culture that matches purposefulness with the highest standards of delivery; and
• acting as a responsible steward of the levy payers’ funds by operating efficiently, collaboratively and maximising recoveries.

For priority one claims the FSCS confirms it will simplify its processes and enhance the tools and technology it uses to boost productivity in the busiest parts of its service. 

For priority three (recoveries) the FSCS confirms it will prioritise high value recoveries to help offset the cost of compensation for levy payers and pursue those "that are reasonably possible" and "cost-effective". 

To read the three-point plan please click here. 

FCA Publishes its Regulatory Priorities report on Payments

On 25 March 2026, the FCA published its Regulatory Priorities report aimed at firms authorised or registered under the Payment Services Regulations 2017 (SI 2017/752) and the Electronic Money Regulations 2011 (SI 2011/99). The report sets out the FCA's priorities for the payments sector in 2026, in particular relating to:

• Supporting effective competition, innovation and growth: The FCA expects firms to prepare for regulatory changes, engage with it on future rules and use its support services to ensure compliance. The FCA will focus on support for open banking growth, regulation of payment services/electronic money, and explore integrating stablecoins into regulated payments.
• Ensuring firms implement the consumer duty effectively: Firms must continually check their products, services and processes against FCA rules, fix any gaps, and ensure transparent pricing and fair treatment of vulnerable customers, with the FCA threatening to take action where firms fail to address gaps.
• Protecting financial system integrity and keeping customers' money safe: Firms are expected to have effective governance and systems to identify, assess and mitigate risk and to invest as appropriate to further embed operational resilience into their processes. Firm should also be ready to implement the new safeguarding regime, which will come into force on 7 May 2026

Annual Regulatory Priorities reports are replacing FCA portfolio letters, and the FCA expects firms to read the reports in detail, consider the priorities they set out, and take action where appropriate.

To read the Regulatory Priorities report, click here.

FCA to legacy review trail commissions

Trail commissions, being commissions paid to advisors, brokers and other platforms are paid over the duration of the product's lifetime rather than in an up-front fee. Following the Retail Distribution Review in 2012, trail commissions were banned on all new investment products bought after 31 December 2012, however existing agreements made prior to that date were allowed to continue. 

In a consultation paper posted on 25 March, the FCA is seeking to open a discussion into the future of trail commissions so as to prevent potential consumer harm and ensure that consumers receive value for money. The FCA is seeking input from the profession in respect of the impact of trial commissions and the four proposed options for the next steps:

• maintain the status quo and allow the arrangements to continue.
• create greater transparency of trail commission arrangements for those affected, which will allow consumers to make more informed choices.
• end the existing arrangements in the future with a sunset date set; and
• end the existing arrangements but with a transitional period to enable financial advisers ‘more time to adapt, agree final payments’ or to blend previous trail commission payments in with ongoing advice charges.

The consultation closes on 22 May 2026. 

To read more, please click here.

FCA rules out action on funeral insurance plan

The FCA has confirmed it will not take further action in relation to the termination of the Family Protection Plan, following a review prompted by Government concerns.

The withdrawal of the product has affected around 5,000 policyholders, including individuals who had paid into the policy over many years. The plan provided a lump sum on death, primarily intended to cover funeral expenses.

The policy was underwritten by Maiden Life and distributed by credit union CM Mutual. Although closed to new members in 2009, existing members continued contributing in return for cover. Maiden Life subsequently exercised its contractual right to withdraw from underwriting, giving extended notice in 2024 to allow time to find a replacement insurer. CM Mutual was ultimately unable to secure an alternative provider, and cover expired after members were told in October that it would end 30 days later.

The FCA carried out a supervisory review of the product’s historic sale and the regulatory framework in place at the time. It considered the treatment of consumer rights, the value delivered, the adequacy of communications and disclosures, and whether its regulatory powers could address any resulting harm. It concluded that, given the limits of those powers, it would not take further action at this time in relation to historic conduct.

The issue drew parliamentary attention, with MPs raising concerns and the Treasury requesting that the FCA investigate. The FCA noted that some customers under 80 may still be able to obtain alternative cover, although not on equivalent terms, while others are likely to face difficulty given age-related limits in the market.

The FCA has indicated that its focus will now shift to supporting those unable to secure replacement cover. It has also engaged with CM Mutual and the wider credit union sector, with the industry exploring potential solutions.

More information regarding help for those affected by the closure of the Family Protection Plan can be found here.

FCA publishes 2026 priorities for the wholesale buy-side sector

On 19 March 2026, the FCA published its Regulatory Priorities report for the wholesale buy-side sector.  The report is aimed at asset managers, alternative asset managers, and custody and fund services providers.

The FCA’s focus for 2026 centres on three broad areas:

• Innovation and regulatory development - Firms are expected to have proper governance around the use of AI, DLT and other emerging technologies, with clear accountability and risk management. The FCA also intends to consult during 2026 on a more proportionate regime for AIFMs and on simplifying product-level climate disclosure requirements.
• Customer outcomes - There’s a continued emphasis on embedding the Consumer Duty in retail-facing business and applying a consumer lens to products such as model portfolio services and retirement solutions. Firms are expected to communicate clearly with investors and maintain effective oversight of appointed representatives. The FCA will consult in mid-2026 on how the Consumer Duty applies across distribution chains and to wholesale firms.
• Market integrity and resilience - Firms should review and strengthen governance and valuation processes, maintain effective arrangements for managing conflicts of interest, and ensure product development for retail products and retirement solutions aligns with Consumer Duty expectations.

The FCA has also issued a separate report for the wholesale markets sector. These reports replace portfolio letters and will now be published annually.

To read the Regulatory Priorities report, please click here.

Relevant case law updates

Court of Appeal confirms a claim is 'brought' for limitation purposes even if wrong issue fee is paid

In the case of Siniakovich v Hassan-Soudey and others [2026] EWCA Civ 215, the Court of Appeal has confirmed that paying the wrong issue fee does not prevent a claim being 'brought' for limitation purposes. 

The Court found that a claim is 'brought' under the Limitation Act 1980 when it is delivered to the court office, provided that a fee is proffered or paid (or 'help with fees' sought). In doing so the Court confirmed the question of when a claim is brought for limitation purposes is a matter of substance not form. The ruling does not mean that claimants can deliberately underpay court fees – if a claim has been deliberately undervalued to avoid paying a larger court fee, the court can apply sanctions and could strike out the claim. 

This is clearly helpful to claimants, particularly where mistakes may arise out of uncertainty as to the value of the claim. On the other hand, this could be unhelpful to defendants and their insurers if a claimant looks to take advantage of such uncertainty in order to pay a lower court fee without consequence. 

To read the judgment please click here. 

High Court provides guidance on summary judgments and further case management directions

In the case of Manek v Sintl Ventures Ltd [2026] EWHC 600 (ch), the High Court gave guidance on filing a defence where summary judgment is sought but only in relation to part of the claim. 

CPR24.4(4) provides that where a summary judgment is sought before a defence has been filed, the defendant need not file a defence before the hearing of the summary judgment application. In this case, it was the Claimant's position that as the Defendants had not filed a defence prior to the summary judgment application (as they were not required to), following the summary judgment application, the Claimant could then seek judgment in default on the balance of the claim. 

His Honor Judge Hodge KC, did not agree and went on to consider the overriding objective and concluded that the answer was provided for in CPR 24.6(a). CPR 24.6(a) provides what when a court dismisses a summary judgment application, it may give directions as to the filing and service of a defence. This is further supported by the White Book commentary which directs the court to give case management directions. 

The judgment is helpful for both claimants and defendants in understanding the procedural requirements where a summary judgment is sought at least in part, and a defence on the remaining part of the claim is likely to follow. It will allow for a more focused defence to be filed (subject to the outcome of the summary judgment application) with active case management moving forward. 

To read the Judgment, please click here.

With thanks to this week's contributors:  James Parsons, Alison Thomas, Heather Buttifant, Ben Simmonds, Kerone Thomas, Rebekah Bayliss, Brendan Marrinan

Background

The first edition of the Code was published in 1997 and was last updated in 2016: before the tragic fire at Grenfell Tower which was a watershed moment for the property industry and led to wholesale legislative change in the form of the Fire Safety Act 2021, the BSA and their swathes of secondary legislation. Unsurprisingly, therefore, the changes to the Code are significant. And these have been a long time in development, with RICS consulting on the revised Code in 2022 and the period since then spent by the Ministry of Housing, Communities and Local Government considering the changes.

The Code itself is part of a suite of Professional Standards published by RICS which set mandatory requirements as well as best practice guidance for its members. Breach of the mandatory requirements could justify disciplinary action and courts will consider the Standards as setting out best practice in the event of a negligence claim.

To whom does the Code apply?

The Code applies to landlords, self-managed blocks and self-managed lay boards, such as residents' management companies (RMCs) and right to manage (RTM) companies, as well as to any person engaged to discharge the management functions of any long leasehold, assured, assured shorthold, contractual and regulated tenancies or licences to occupy of residential property in England where a tenant is required (or may be required) to pay a variable service charge.

Since the last edition, more of the Code has been extended to cover for-profit and non-profit registered providers of social housing (ie housing associations). The principles of the third edition applied to registered providers, but the new Code is clearer on which provisions are applicable to registered providers and local authorities: see sections 1.3 and 1.4 of the Code.

What are the key changes?

The Code has been extensively amended and property managers will need to read it in full and review their processes and standard documents to ensure compliance. The key changes can be summarised as follows, but are not a substitute for a detailed examination of the Code, which can be found here. Further, RICS has helpfully provided a redline version of the Code available to download on their website here.

Previously, section 1.7 of the Code set out seven key guiding principles to be considered when making management decisions (statutory requirements, terms of the lease or tenancy agreement, cost effectiveness, transparency, efficiency, reasonableness and quality of service). These have been expanded, with three new principles added: consumer service level expectations, health & safety of occupiers and visitors, and structural integrity of buildings. These reflect the increased focus on building safety since 2017.

Again, unsurprisingly in light of new BSA Golden Thread obligations, record-keeping is a theme throughout, with section 3.13 requiring managers to "maintain efficient records… [and] seek advice from clients and professional indemnity insurers where necessary", and section 7.3 setting out the record-keeping required for client money. Section 3.1 encourages managers to document client instructions.

The existing version of the Code also pre-dates Brexit, so the data protection provisions (especially in sections 3 and 14) needed to be updated to reflect the UK's GDPR regime. Section 3.3 of the Code also deals with the increased use of CCTV, encouraging managers to have a robust CCTV policy and ensure that they identify the data controller of the CCTV footage. Similarly, section 3.8 encourages managers to have comprehensive personal safety procedures.

As the Money Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017 also came into force after publication of the existing version of the Code, the money laundering section (3.10) has been updated to reflect this. In particular, the new Code notes that businesses need to register for money laundering regulation by HMRC if they offer company services to other companies as part of their business. Risk assessments for the purpose of complying with the RICS' 'Countering financial crime' Standard should also include an assessment of whether managers are covered by the 2017 regulations.

The increased focus on mental health in the workplace that has emerged since the COVID-19 pandemic is reflected in the Code, with section 3.12 encouraging managers to signpost staff to mental health support services and provide adequate training and support to agency or temporary staff. Similarly, a new mandatory obligation at 3.13 requires:

"You must comply with all applicable employee-related health and safety, fire safety and building safety requirements. You should devise and maintain, with specialist help if necessary, a health and safety policy and arrange regular health and safety, fire and any other applicable risk assessments of places of work. The health and safety policy should be communicated to all staff, who should be adequately trained and kept up to date at all times."

The guidance on services charges under chapter 5 and management agreements under chapter 6 have been revised extensively, reflecting the increased scope for dispute in light of the increasing level of costs sought to be recovered via service charges due to increased scrutiny of building safety, and industry concerns such as the safety of RAAC or concrete transfer slabs.

Additional guidance for managers holding client money has been added in new chapter 7, making clear that managers must hold client money in a separate designated account and only use the money for a specified purpose: see section 7.2.

Fire risk assessments are dealt with in a revised section 8.4, which reflects the Fire Safety Act 2021 and the Fire Safety (England) Regulations 2022 requirements for responsible persons to implement and maintain a fire management plan, provide fire safety information to residents, ensuring flat entrance doors and fire doors are checked annually and quarterly respectively. The chapter also highlights the additional duties involved in managing higher-risk buildings (HRBs) over 18m in height.

By far the most extensive changes are in Chapter 9, which contains a detailed summary of obligations on managers under the BSA, including setting out the key definitions, and the key obligations on accountable persons (APs) and Principal Accountable Persons (PAPs). This section is key as the overlap between those subject to the Code and those who are duty-holders under the BSA is likely to be substantial. This chapter also sets out the key duties of APs and PAPs and deals with which costs can be recovered via service charge: something which was changed significantly by the BSA as the Act's leaseholder protections include a prohibition on passing on cladding remediation costs to residents via service charge. The scope of this prohibition was recently considered in Almacantar v de Valk [2025] UT 298 (LC).  New Appendix D also sets out the additional information that leaseholders should expect to receive if their flat is in a HRB, who should provide it and when.

Insurance-specific changes

Section 3.13 encourages managers to take out appropriate professional indemnity (PI) and client money insurance, highlighting that the risks of operating without it are significant.

In addition, the other types of insurance that should be considered has been expanded to include cyber insurance, terrorism insurance, directors' and officers' liability insurance (for residents' management companies or right-to-manage companies), plant and machinery cover, staff personal accident and key person insurance. Managers are also advised to draw the policyholder's attention to the existence of excess insurance where insurance cannot be obtained without a large flood or fire excess.

For all insurance types, the extent and level of cover should be regularly reviewed, particularly in relation to reinstatement value. Section 13.5 explains average clauses, which apply in the event of underinsurance if they are included in the policy terms. These enable insurers to reduce the amount indemnified proportionate to the level of underinsurance. This year, a UK-based provider of RICS rebuild cost valuations warned of the increasing risk of underinsurance in commercial buildings.

Commissions are also addressed extensively in section 13.6 reflecting the proposed ban in the Leasehold and Freehold Reform Act 2024 on insurance commissions being passed on via service charge, and the enhanced regulatory focus on these following the vehicle finance litigation.

In relation to duties of AP and PAP, section 9.3 recommends that managers should declare any dutyholder roles they hold and the duties engaged to their PI insurer and ensure that adequate cover is in place.

Section 11.2 encourages managers to carry out due diligence on the competence and organisational capability of service providers, and this includes checking whether they have appropriate PI cover.

Dispute resolution is dealt with at 4.3 where ADR is encouraged ("the landlord should try to resolve the dispute by informal means and consider suggesting mediation or arbitration by agreement, rather than litigation, as a way of settling disputes") and resolution by ombudsman or first-tier tribunal is suggested for disputes concerning level, quality and/or cost of services recovered as service charges. All letting and property agents must be a member of the Property Ombudsman or the Property Redress Scheme, and all registered social housing providers must be in the Housing Ombudsman's jurisdiction. However, there are a number of issues to be considered when choosing the appropriate dispute resolution method or form of ADR and managers are likely to be guided at this stage by their PI insurer and any appointed solicitors.

What does this mean for surveyors and property managers?

The revision of the Code is good news for all those involved in managing residential property, including leaseholders, as it clearly sets out good practice, enabling professionals to know whether they are compliant. The length of the Code reflects the wide range of obligations on property managers and the increasing complexity of the legislation. When dealing with BSA issues, the courts have consistently demonstrated a commitment to enforcing the aims of the BSA, heightening the risk environment in which property managers operate.

The new Code also reveals consistent emphasis on prudent record-keeping and written policies and procedures, which represents good risk management in any event and is in line with the court's approach as explained by Mr Justice Leggatt in the infamous passage in Gestmin SGPS S.A. v Credit Suisse [2013] EWHC 3560 (Comm), where he concludes: "In the light of these considerations, the best approach for a judge to adopt in the trial of a commercial case is, in my view, to place little if any reliance at all on witnesses' recollections of what was said in meetings and conversations, and to base factual findings on inferences drawn from the documentary evidence and known or probable facts."

What's next

The Code is likely to be updated again in the near future as a number of measures yet to come into force from the Leasehold and Freehold Reform Act 2024 are highly pertinent.

Subscribe to RPC's Thinking to help evidence compliance with section 3.13's recommendation to "take steps to keep yourself informed of developments in the law affecting residential management to enable you to keep wholly within the law."

For more on the BSA and the new dutyholder regime, a selection of our articles on this topic are as follows:

• 'New building safety requirements'
• 'Unpacking the Building Safety Act's industry overhaul'
• 'BSA: new guidance for principal accountable persons to assist in registration with BSR'
• 'Fire Safety Act 2021: Clarification for the Responsible Person'
• 'Fire Safety Act 2021: New tool to assist 'Responsible Persons' to prioritise reviewing fire risk assessments'

Blues Concede (Financial) Penalty: Chelsea handed £10.75 million fine and transfer ban 
Chelsea FC has been hit with a record breaking £10.75 million fine – the largest in Premier League history – after two investigations uncovered historic rule breaches involving unreported payments and academy registration irregularities. The club self-reported the irregularities in 2022 and 2025 after finding evidence of potential violations. The Premier League found that, between 2011 and 2018, third parties linked to Chelsea made undisclosed payments totalling £47.5 million to players, agents and other third parties. Chelsea was also found to have breached regulations governing the registration of youth players. Alongside the financial penalty, the club accepted a one-year first-team transfer ban (suspended for two years), and a nine-month academy transfer ban. In a statement announcing the outcome of the process, the Premier League stressed that the steps Chelsea took to proactively cooperate with the investigation, including through self-reporting, “acted as significant mitigating factors”.

Back of the Net(company)? Ineos Grenadiers to be Re-Named in €100 Million Sponsorship Deal  
Ineos Grenadiers, the cycling team owned by Jim Ratcliffe, is set to be renamed and rebranded in a sponsorship deal with Danish IT firm, Netcompany. The deal is reported to be worth €100 million (£86 million) over five years, with re-branding expected before the 2026 Tour de France starts on 4 July. It follows recent news that Ineos had appointed former Tour winner Geraint Thomas as its Director of Racing and signed the promising Scottish talent Oscar Onley, who impressed many by finishing fourth in last year's Tour. Any challenge at the top of the sport will require significant funding, given that team UAE Emirates currently enjoys a £51 million annual budget and Red Bull-Bora-Hansgrohe recently agreed an €8 million per year contract with 2024 Olympic champion Remco Evenepoel. Ineos will hope that Netcompany's sponsorship can set them up for their first Grand Tour win since the 2021 Giro d'Italia. 

A Disc-ernible Difference? WFDF eyes “World Frisbee” rebrand 
The World Flying Disc Federation (WFDF) has announced formative plans to rebrand to ‘World Frisbee’, subject to first securing a cost-free, irreversible intellectual property usage agreement with Wham-O, the owner of the Frisbee™ trade marks. The move would see the WFDF join the likes of World Climbing (formerly the International Federation of Sport Climbing), World Gymnastics (formerly the International Gymnastics Federation) and the International Tennis Federation (soon to be World Tennis) in what marks a growing trend amongst international sports federations to streamline branding in a bid to enhance their commercial and public appeal.  The rebrand is viewed as a key opportunity to increase global recognition for the body as it continues to eye an invitation to the Olympic Games.  It is also hoped the rebrand will unlock new financial opportunities for the entity, which generated just US $42,000 of its US $765,400 2024 revenues from sponsorship. Will the move (subject to Wham-O’s approval) throw the WFDF into focus, or is it all just spin? 

Snowed Under? Big Ski's business model struggles after poor winter
Vail Resorts, one of the two dominant chains in the US ski slope market, has refused refunds to purchasers of their annual 'Epic pass', after many runs have been unavailable due to a poor winter, which saw less snowfall than usual. To the disappointment of the over 2 million who had paid US $1,100 for the Epic pass, low snow levels do not classify as one of the 'qualifying events' which would entitle them to a refund. For Vail, the subscription-style pass meant that despite visits falling by 13% on the previous year, ski pass revenue only fell by 3%. Vail has however missed out on the incidental food, drink and accommodation opportunities which has resulted in its actual earnings being down US $155 million on its predicted US $900 million for the year. As weather patterns become increasingly unpredictable, Vail will no doubt be concerned how many customers will continue to lock themselves down to an annual pass.

F1–Darts Crossover Takes Flight: Luke Littler and others set for darts showdown at Silverstone  
From the checkered flag to treble twenties, world-champion Luke Littler is set to be involved in “A Night at the Darts” taking place at Silverstone, after the conclusion of the British Grand Prix on Sunday 5 July. Littler will be facing off against other world-famous darting stars Luke Humphries, Michael van Gerwen and Fallon Sherrock at Silverstone's BOXPARK trackside fan park, as organisers look to supercharge the day's spectacle beyond the events of the track. Silverstone's Chief Commercial Officer, Nick Read stated, “Fans can enjoy two major sports in one ticketed experience, creating a one-of-a-kind day on and off the circuit. It's about delivering more excitement, more entertainment, and even greater value for everyone who joins us.” The announcement follows the news that DJ David Guetta, amongst others, will also be performing at the Northamptonshire race track. Will this unconventional collaboration help boost attendees beyond the crowds in excess of 500,000 present at last year's race? 

Extra time...

…and finally, touted as golf's answer to T20 cricket, Blitz Golf is set to land in UK this summer. It reinvents the traditional formula in dramatic fashion, by cutting play time down to just three hours and featuring 12 pros and 12 non-pros, mainly comprising of athletes and other celebrities. The participants embark on a 10-hole showdown, during which numbers are progressively cut down, culminating in a four-way, winner-takes-all finale. Since its conception in Australia back in 2018, Blitz Golf has had several events draw crowds in excess of 10,000. Founder and chief executive, Simon Zybek, has now turned his sights oversees and is hoping to tee-off Blitz Golf's foray into the global market with success in the UK. Four events will be taking place across England this June in London’s Bush Hill Park, Leeds, the West Midlands and Lincoln, with further plans in place for events in the US and Continental Europe.

Promising to keep "a close watch on these matters", it suggested that in some cases the tribunal may require a senior member of the relevant legal team to explain in writing why the "situation" has arisen.

Two recent decisions bear out this new harder line approach to deadlines.

CAT finds no justification for the delay for late entities opting-in after the deadline

In early March, the tribunal made a ruling in the Commercial and Interregional Card Claims (interchange fees) collective proceedings[1] in favour of Visa and Mastercard in relation to their application challenging the inclusion of various legal entities named in the opt-in class register.

In the application, the tribunal was asked, by the class representative, in relation to any entities the tribunal considered had not validly opted in, to provide permission for those potential class members to opt in late under Rule 82(2) of the Tribunal Rules. In a unanimous decision, it declined to do so.

Some entities had missed the deadline by only a few hours or due to an administrative error but then waited months to bring an application for permission under Rule 82.

Regarding the applications to opt in late, the tribunal noted that these applications were not made promptly, with there being no good reason for the delay. The tribunal also repeatedly referred to the fact that there was no witness evidence about the reason for failing to opt in properly or the delay.

"Compliance with any Tribunal deadline is mandatory, not discretionary. That is all the more so for the important process of identifying the class for the purpose of opt-in collective proceedings. The process to specify a fixed date for opting in serves the important purposes of creating certainty in the proceedings and providing the defendant with an understanding of its legal exposure. It cannot be approached with the casualness displayed in the process in these proceedings."

The tribunal focused on the impact on the integrity of the opt-in regime which would be undermined if parties do not take the opt-in deadline seriously and if they do not feel obliged to seek to address any problems promptly and with proper explanations of the reasons for the problem.

No "exceptional" circumstances to allow grant of extension of time in CAT

In Aramark v CAT (Case: 1766/4/12/26), a decision handed down on 10 March 2026, the applicant Aramark was refused its request for an extension of time under Rule 25(3) of the Competition Appeal Tribunal Rules 2015. The result is that the Competition and Markets Authority's (CMA) order, for Aramark to divest its 90% stake in Entier, stands.

By way of background, in January 2025 Aramark acquired 90% of the issued share capital of Entier. In response, the CMA, launched a merger inquiry into the transaction. Following its investigation the CMA decided, in its final report, that the acquisition had created a relevant merger situation that has resulted or may result in a substantial lessening of competition. The remedy, it concluded, was the divestment of Entier.

In January and February of 2026 Aramark advised the CMA that it was considering and then intended to appeal this decision. In error, Aramark's legal team worked to an appeal deadline of 5pm on 13 February 2026. The CMA's deadline, under the CAT Rules and Tribunal's Guide, for filing an application for review under s120 of the Enterprise Act 2002 was 5pm on 12 February 2026.

Despite Aramark's legal team's apparent good faith misinterpretation of the rules, it was the tribunal's decision that it had no power to grant an extension of time under Rule 25(3) unless it was satisfied that the circumstances were exceptional.  It reasoned – this was a retrospective application, intended to cure a failure to comply with the statutory time limit – an obvious first question was why the applicant had not met the deadline. The tribunal noted that no full, specific and acceptable account of the factual position, supported by a statement of truth, was provided in support of the application.

Despite the applicant advancing several arguments justifying an extension of time – including the lack of prejudice suffered by the CMA, the severity of the consequences for Aramark, and the fact that the error was caused by the solicitors, not Aramark, the tribunal did not find that there were truly "exceptional" circumstances.

Key takeaway

Per paragraph 2. of guidance note 1/2025: "When the Tribunal sets a filing deadline… it expects that deadline to be met."

[1] Commercial and Interregional Card Claims I Ltd. (CICC I) v. Mastercard Inc. and others, Commercial and Interregional Card Claims II Ltd. (CICC II) v. Mastercard Inc. and others, Commercial and Interregional Card Claims I Ltd. (CICC I) v. Visa Inc. and others, and Commercial and Interregional Card Claims II Ltd. (CICC II) v. Visa Inc. and others, case numbers 1441/7/7/22, 1442/7/7/22, 1443/7/7/22 and 1444/7/7/22

UK LLP is part of a privately-owned corporate group headed by The Boston Consulting Group Inc (BCG Inc) (together referred to as BCG). The case concerned on BCG's global long-term incentive scheme (LTCV) which was designed to give the MDPs a stake in the firm's future growth.

It was decided that UK LLP would be the vehicle for the BCG business in the UK. The rights attaching to the LTCV and relating to the MDPs, were set out under three Limited Liability Partnership Agreements (LLPAs), the key terms of which were:

• the MDPs were allocated LTCV units which were described as Capital Interests and allocated initially upon appointment and subsequently based on seniority and length of service;
• the MDPs were entitled or required to sell their LTCV interests to a BCG entity;
• the LTCV was funded by UK LLP making a retention of 18% of its profits in each period, which was allocated to BCG Inc for accounting purposes but to BCG Ltd for tax purposes, as a corporate member of the UK LLP; and
• when an MDP sold their Capital Interest to BCG Ltd, it would use funds it had or receive a capital injection from BCG Inc or an intragroup loan, to pay the MDP for the Capital Interest.

MDPs accounted for tax on their Capital Interest in the years that they received payments from a sale of their Capital Interest, on the basis that the payments were not profits received from UK LLP, but rather capital receipts. The Capital Interests were also treated by the MDPs as shares in the capital of UK LLP and they claimed Entrepreneurs' Relief (now Business Asset Disposal Relief) in respect of them.

HMRC disagreed with this treatment and amended UK LLP's Partnership Statement for the relevant years and issued certain MDPs with discovery assessments under section 29, Taxes Management Act 1970 (TMA).

UK LLP and 63 MDPs appealed to the First-tier Tribunal (FTT). The case proceeded with UK LLP and five MDPs as lead appellants.

FTT decision

The effect of the FTT's decision was that the UK LLP succeeded in its appeal on the substantive issues concerning the treatment of payments made in respect of the Capital Interests. With regard to the MDPs, although the FTT found that the payments were taxable as miscellaneous income in the hands of the MDPs, all lead appellants, other than Mr Holden, succeeded on their procedural challenges.

The FTT determined that:

1. The Capital Interests were not interests in the capital of UK LLP or a share of its assets.
2. The MMRs in section 850, Income Tax (Trading and Other Income) Act 2005 (ITTOIA), did not apply.
3. No amounts were to be reallocated to the MDPs under section 850, ITTOIA.
4. The sums paid to the MDPs in respect of their Capital Interests were subject to income tax as miscellaneous income under section 687, ITTOIA.
5. If, contrary to its other findings, the sums paid to the MDPs in respect of their Capital Interests were capital in nature, those sums were taxable as the sale of occupational income under Chapter 3, Part 13, Income Tax Act 2007.
6. A number of appeals made on the basis that HMRC's assessments were procedurally defective and invalid were allowed, and others were dismissed. 

Both HMRC and Mr Holden appealed to the UT.

UT decision 

Although, the UT upheld the FTT's decision in part, the effect of its decision was that UK LLP failed in its appeal on the substantive issues concerning the tax treatment of the Capital Interests. 

The main issues considered by the UT were:

1. Whether the FTT was wrong to hold that the Capital Interests were not interests in the capital of the UK LLP (the Capital Issue).
2. Whether the FTT was wrong to decide that the MMRs did not apply, and if it was, what was a 'just and reasonable' re-allocation to the MDP (the MMR Issue).
3. If the MMRs did not apply, whether the sums paid to the MDPs were taxable as miscellaneous income (the Miscellaneous Income Issue) or as proceeds from the sale of occupational income (the Occupational Income Issue).
4. In relation to certain assessments on the MDPs and the 2016/17 partnership return filed by the UK LLP, whether HMRC had shown that there had been carelessness within the meaning of the relevant statutory provisions and whether HMRC had shown, in relation to the 2015/16 partnership return filed by the UK LLP, that the hypothetical officer requirement under section 30B(6)(a), TMA, was satisfied (the Procedural Issues). 

The Capital Issue

The UT agreed with the FTT that the payments made under the relevant provisions of the LLPAs were not payments for an interest in capital or in goodwill and they were also not a payment to buy-out a right created under the relevant provisions of the LLPA, because the price paid bore no relationship to the value of that right. Accordingly, there was no sale of a capital interest under the LLPAs.  

The MMR Issue

The UT disagreed with the FTT on this issue and held that the MMRs did apply for the years 2014/15 through to 2016/17.

In reaching its conclusion, the UT held that the LCTV payouts qualified as 'deferred profit'. The UT considered that because the financial benefit was received by MDPs only on sale of the Capital Interests, it was inherently deferred even if not tied to a specific earlier-year entitlement. Deferred profits were included in the corporate member's profit share. The UT commented that the statutory test relied on broad assumptions based on a relatively high-level analysis and that, in this case, it was reasonable to assume that if profits had been allocated to BCG Ltd for tax purposes and BCG Ltd was expected to pay for the MDPs' Capital Interests, then the MDPs' deferred profits had been included in BCG Ltd's profit shares.

The MDPs had the power to enjoy BCG Ltd's profit share. In the view of the UT, as the retained profits were allocated to BCG Ltd for tax purposes to fund the future cost of buying back these interests (and because the MDPs did in fact receive their payments from BCG Ltd) it was clear that the MDPs were able to benefit from BCG's share of the profits. The UT agreed with the FTT that it was reasonable to conclude that BCG Ltd's profit share was linked to the MDPs’ ability to benefit from it. 

The counterfactual test, applicable to both Conditions X and Y for the purposes of the standard profit-allocation rules in sections 848 to 850, ITTOIA, supported HMRC. The UT held that, absent the arrangements under the LTCV, it was reasonable to suppose that the MDPs’ profit shares would have been higher.

The Miscellaneous Income Issue and Occupational Income Issue

For the years 2012/13 and 2013/14, the UT agreed with the FTT that the payments received were taxable as miscellaneous income under section 687, ITTOIA. The position was different for the later years because the MDPs were taxable under the MMRs (as explained above in relation to the MMR Issue). 

In the view of the UT, the Occupational Income Issue was not relevant as it only needed to be considered if the UT found that the Capital Interests were capital in nature. However, the UT went on to consider the issue and concluded that if it was wrong in relation to its findings relating to the MMRs and/or the miscellaneous income provisions, the sale of occupation income provisions would have applied.  

The Procedural Issues

The UT considered various assessments relating to UK LLP and specific MDPs across different tax years. The below summary does not set these out in full and focuses on the key Procedural Issues only. In this regard, the UT:

(1)  Upheld the FTT's finding that UK LLP was careless when it decided that payments made on the sale of the Capital Interests were capital in nature because it had failed to take adequate professional advice. 

(2)  Agreed with HMRC, that in taking advice from PwC about the arrangements, including in particular, the Capital Interests, UK LLP was acting on its own behalf and on behalf of the MDPs. 

(3)  Concluded that there was a tax loss because the MDPs treated payments in their self-assessment returns as capital when it should have been treated as income and the UK LLP's carelessness caused the loss of tax. 

(4)  Concluded that, with regard to UK LLP, the hypothetical officer test was met for the tax year 2016/17, so that HMRC's assessment, even though outside of the 'enquiry window', was valid. Accordingly, for the purposes of section 29, TMA, the hypothetical officer could not have been reasonably expected, on the basis of the information made available to them before that time, to be aware that there were profits that had not been included in the return or that insufficient profits had been included in the return.  

Comment

This decision is significant for professional service firms, particularly those using corporate members in partnership structures. Such firms should review their remuneration arrangements and consider the potential application of the MMRs in light of the interpretation of the relevant legislation adopted by the UT in this case.  

The UT's conclusions on the Procedural Issues are also worthy of note, highlighting that taking independent tax advice on its own is not always sufficient to avoid a finding of carelessness for the purposes of extended time limit assessments, if the written advice received is inadequate. 

Given the importance of the legislation considered in this case and the wider implications for other taxpayers, it will be interesting to see if the decision is appealed to the Court of Appeal. 

The decision can be viewed here.

One of the decisions also confirms that those powers extend to anti-enforcement relief preventing the enforcement abroad of foreign judgments obtained in breach of an arbitration agreement.

The Court of Appeal's and Commercial Court's judgments in EuroChem North-West-2 v Tecnimont S.p.A & MT Russia LLC ([2026] EWCA Civ 5 and [2026] EWHC 255 (Comm)) demonstrate yet again that the English courts will use their coercive powers to protect arbitration agreements and safeguard the integrity of London-seated proceedings.

Background

Pursuant to three underlying contracts, the claimants, Tecnimont S.p.A and MT Russia LLC, were engaged by the defendant, LLC EuroChem North-West-2 (NW2), to build an ammonia plant in Russia. Each contract contained an identical dispute resolution clause providing for ICC arbitration seated in London.  Two of the contracts were governed by English law.

Performance was suspended in May 2022 by the claimants, who contended that EU sanctions imposed on Mr Andrey Melnichenko – the individual held by the courts to own and control NW2 – together with export controls on dual-use goods, made it impossible for them to perform their contractual obligations. NW2 disputed this and purported to terminate the contracts in August 2022, alleging breach of contract. The claimants commenced London arbitration the same month. NW2 counterclaimed for approximately €1 billion in damages.

NW2 and its parent companies ultimately commenced proceedings in the Russian courts. They sued for breach of contract and applied for an-anti-arbitration injunction.  They also obtained an interim measures order seizing approximately €103 million of the claimants' assets.

Parties’ positions

The arbitral tribunal made a series of peremptory orders requiring NW2 to withdraw the Russian proceedings and discharge the interim measures order. NW2 ignored all of them.

The claimants applied to the Commercial Court under section 42 of the Act to enforce those peremptory orders. Butcher J granted the relief in November 2025. NW2 appealed to the Court of Appeal.

NW2’s sole ground of appeal was that the court had no power under section 42 to enforce a peremptory order granting anti-suit relief. It argued that sections 41 and 42 of the Act are concerned only with a party’s conduct of the arbitral reference itself, and that the power to make a peremptory order under section 41(5) is qualified by section 41(1), which refers to "a party’s failure to do something necessary for the proper and expeditious conduct of the arbitration."

Anti-suit injunctions, NW2 contended, enforce the negative covenant in the umbrella arbitration agreement not to litigate in another forum, rather than any obligation arising from the reference itself. They are therefore "external" to the reference and can only be granted by the court in the exercise of its inherent jurisdiction under section 37 of the Senior Courts Act 1981.

The claimants (respondents on appeal) supported the reasoning of Butcher J and additionally argued that, if the appeal were allowed, the same relief should be granted under section 37 of the Senior Courts Act 1981, by way of Respondent’s Notice. They also relied on section 41A of the Act (inserted by the Arbitration Act 2025), which confers equivalent powers on emergency arbitrators without any parallel to the qualifying language in section 41(1), arguing that there is no logical basis for the court’s enforcement powers to be narrower in respect of orders made by a full tribunal than those of an emergency arbitrator.

In the subsequent Commercial Court proceedings, the claimants sought further relief from Dame Clare Moulder DBE, this time targeting the Indian and Malaysian enforcement proceedings.

They applied under section 42 to enforce a further peremptory order of the tribunal requiring NW2 to withdraw those enforcement proceedings. In the alternative, and more broadly, they sought anti-enforcement injunctive relief under section 37, in terms mirroring the wider tribunal order in PO 25.

The claimants argued that the court should grant section 37 relief going beyond the scope of the peremptory orders, to forestall any future enforcement proceedings NW2 might bring, without requiring them to return to the tribunal each time for a fresh peremptory order. NW2 chose not to appear at the hearing.

Courts' reasoning

The Court of Appeal’s judgment (Popplewell, Phillips LJJ and May LJ) is an important authority on the scope of section 42 of the Act. The Court dismissed the appeal unanimously, rejecting both limbs of NW2’s argument:

• On the first limb, Popplewell LJ held that section 41(5) is not qualified by section 41(1). Section 41(5) uses the wide and unqualified words "any order or directions" of the tribunal, and section 41(1) is merely permissive and confirmatory of the principle of party autonomy, not a word of limitation. The amendment introduced by the Arbitration Act 2025, adding section 41A for emergency arbitrators in identical terms but without any equivalent to section 41(1), resolved any residual ambiguity. Parliament cannot have intended the court’s enforcement powers to be narrower for full tribunals than for emergency arbitrators exercising the same powers under the same institutional rules.
• On the second limb, the Court held that compliance with a tribunal’s order is always necessary for the proper and expeditious conduct of the arbitration, as section 40(2)(a) of the Act makes plain. Furthermore, anti-suit relief – and particularly anti-anti-arbitration relief of the kind in issue here, which is designed to prevent proceedings aimed at bringing the arbitration itself to a halt – is obviously capable of being necessary for the conduct of the arbitration. The Court also distinguished the Supreme Court’s obiter observations in AES Ust-Kamenogorsk [2013] UKSC 35, noting that those remarks concerned the negative covenant in the umbrella arbitration agreement and the court’s powers under section 44, not the positive obligation to comply with a tribunal’s order enforceable under section 42.

In the Commercial Court, Dame Clare Moulder DBE applied the Court of Appeal’s reasoning to grant relief under section 42 in respect of the Indian and Malaysian enforcement proceedings. She also addressed, for the first time, the relationship between section 42 of the Act and section 37 of the Senior Courts Act in this context.

Declining to exercise the court’s discretion under section 37 in the broader terms sought, she reasoned that the Act establishes a clear statutory framework: the primary route for enforcing tribunal orders is through the peremptory order mechanism, with the court’s role being to give effect to that process rather than to supplant it.

Where further peremptory orders could readily be obtained from a responsive tribunal – as demonstrated by the tribunal’s ability to issue PO 28 within three days of a request – it was not just and convenient to grant wider section 37 relief that would cut across that framework. The appropriate sanction for breach of the existing court orders was contempt proceedings, not a supplementary injunction.

Commentary

These decisions provide helpful and authoritative guidance on three points of practical importance.

• First, section 42 of the Act is a broad and effective tool for enforcing tribunal orders, including interim anti-suit and anti-enforcement orders, and is not confined to orders relating to the internal management of the arbitral reference.
• Second, the Act 2025 amendments, particularly the introduction of section 41A, have reinforced the statutory basis for this conclusion.
• Third, whilst the court retains its general discretion under section 37, it will be slow to exercise that discretion in a manner that goes beyond the scope of the peremptory orders obtained from the tribunal, where the arbitral process itself is functioning effectively and quickly.

Parties and practitioners should take note. Where a counterparty is pursuing parallel foreign proceedings in breach of a London arbitration clause, the English court stands ready to provide robust and expeditious support. But the primary mechanism for that support lies in the arbitral process itself, and parties should engage the tribunal promptly to obtain the necessary peremptory orders.

These changes form part of a broader effort to modernise the UK's financial redress framework and rebalance the respective roles of the FOS and the Financial Conduct Authority (FCA).

The reforms

The key reforms can be summarised as follows:

1. A new longstop date, preventing complaints being made more than 10 years after the relevant event (subject to limited exceptions). This adds a layer of certainty for firms when considering their exposure to historic complaints.
2. A formal referral mechanism to the FCA. Where there is uncertainty regarding the interpretation of regulatory requirements, the FOS will be able to refer questions to the FCA before determining a complaint. The intention is that this should ensure consistency between regulatory standards and ombudsman decisions.
3. A change in the "fair and reasonable test" in order to ground FOS decisions more firmly in FCA rules and guidance rather than leaning on a test that can lead to varied outcomes. This addresses the concern that the FOS can effectively create new standards through its' "fair and reasonable" jurisdiction, leading to uncertainty for firms.
4. Greater FCA involvement in systemic issues. The FCA will take a more active role in identifying and addressing widespread or systemic failings, to include industry-wide redress schemes. The FOS will return to its originally intended function of resolving individual disputes quickly and informally, rather than acting as a quasi-regulator.
5. Operational reforms aimed at improving speed and efficiency. The FOS is expected to streamline its processes, reduce backlogs and resolve complaints more quickly. This includes by filtering out weaker claims at an earlier stage.

What does this mean for firms and advisors?

Taken together, these reforms show a shift towards a more structured and predictable redress framework, and a move away from the quasi-regulator role the FOS has, in some instances, been seen to be taking.

For financial advisers, these reforms are likely to sharpen the focus on the evidencing any advice given is in accordance with the applicable Handbook Rules. .

The introduction of a 10-year longstop is likely to be welcomed by advisors, and could have an early impact, particularly for those potentially exposed to historic claims. It should provide a clearer backstop for historic complaints and greater certainty when assessing risk.

The alignment between FOS decisions and the FCA rules is also significant. Firms/advisers may be better placed to defend complaints where they can demonstrate compliance with the regulatory framework in force at the time. This may, in turn, lead to a more robust approach to complaint handling and a reduced inclination to settle marginal claims.

The new referral mechanism to the FCA also has the potential to reduce inconsistent or unpredictable outcomes. However, it could also introduce a further layer of complexity and delay in cases where regulatory interpretation is contested.

Broadly, the reforms reinforce a better division of roles, which should be welcomed. The FCA will retain its role as the rule-setter and overseer of systemic issues, and the FOS will revert to its role as a dispute resolution body focused on individual complaints. This should improve coherence, although it may limit the scope for consumer-favourable interpretations in individual cases.

Conclusion

The proposed reforms represent a significant recalibration of the UK's financial redress system. Whilst the emphasis on speed and efficiency should be welcomed, the more important development is the move towards a more predictable and rules-based framework, with clearer alignment between the FOS and the FCA.

For firms/advisers, this will be a broadly positive shift. However, it remains to be seen how the FOS applies these changes in practice.

HMRC updates its Guidance on the domestic reverse charge procedure

HMRC has added a new section 3.5.4 'Electric vehicle charging' to its Guidance which explains why the reverse charge does not apply to the supply of electricity at a charging point for electric vehicles.

HMRC's updated Guidance can be viewed here.

HMRC updates its manual: VAT Assessments and Error Correction

HMRC has updated its internal manual to provide information on how HMRC's discretion to issue an assessment under section 73, Value Added Tax Act 1994 operates in relation to input tax error cases.

HMRC's updated manual can be viewed here.

HMRC updates its manual: VAT Cost Sharing Exemption Manual

HMRC has updated its internal manual to provide an example of how VAT operates in relation to cost sharing groups where two or more organisations with exempt and/or non-business activities join together to purchase services on a cooperative basis.

HMRC's updated manual can be viewed here.

Case reports

FTT confirms that reduced-rate VAT is capable of applying to the supply of public Electric Vehicles (EVs) charging

In Charge My Street Ltd v HMRC [2026] UKFTT 318 (TC), the First-tier Tribunal (FTT) considered whether Charge My Street Ltd's (CMSL) supplies of electric vehicle charging to EVs at public charge points (CPs) were subject to tax at the standard rate or the reduced 5% rate.

The key issue to be determined by the FTT was whether these supplies would be considered a supply of "domestic fuel or power" under Note 5(g), Item 1, Group 1, Schedule 7A, Value Added Tax Act 1994 (Note 5(g)), which indicated that supplies can be considered for "domestic use" where the relevant supply is "of electricity to a person at any premises where the electricity (together with any other electricity provided to him at the premises by the same supplier) was not provided at a rate exceeding 1000 kilowatt hours a month".

HMRC disputed the application of Note 5(g) on the basis that CMSL did not always provide the supply "to a person", often supplying through third-party intermediaries. In addition to upfront payment, customers could initiate a charging session using CMSL's partnered app (Fuuse) or through external apps operated by third parties.

The FTT held that supplies of EV charging made by CMSL to drivers as the relevant "person" were capable of falling within Note 5(g). Provision of supply through the Fuuse app did not alter this arrangement as Fuuse merely provided software and a payment processing system. The commercial and economic reality was that CMSL remained the supplier, notwithstanding a contractual term to the contrary. In contrast, operators of third-party apps acted as principals and/or commission agents and thus were considered suppliers to the consumer, rather than CMSL.

The FTT allowed the appeal in part, concluding that insufficient information was available to determine whether some or all of CMSL's supplies fell within the 1,000 kWh threshold.  

The decision can be viewed here.

Why it matters

This decision confirms that a reduced 5% "domestic fuel or power" rate can, in principle, apply to electricity supplied at public charge points if the requirements set out in Note 5(g) are satisfied.

The decision emphasises that the FTT will consider what is the true commercial and economic reality of the relationship between the parties and contractual wording will not be sufficient to re-characterise the true commercial relationship. The case highlights the importance of robust evidential data when resisting HMRC's position.

UT upholds FTT's decision that VAT is chargeable on the full price of prepaid mobile plan bundles at the time of sale

In Lycamobile UK Ltd v HMRC [2026] UKUT 74 (TCC), the Upper Tribunal (UT) considered whether VAT on Lycamobile UK Limited’s (Lycamobile) prepaid mobile 'plan bundles' became chargeable when the bundles were sold, or only when customers used the call, text or data allowances included within them.

HMRC issued an assessment to Lycamobile for more than £50 million in VAT, on the basis that VAT was due when the bundles were purchased. Lycamobile argued that the bundles merely provided rights to future telecommunications services, and therefore VAT should arise only when the allowances were actually used. It also contended that the bundles should be treated as multi-purpose vouchers, and VAT would only become due on redemption.

The key issue for determination was the nature of the supply and whether Lycamobile supplied telecommunications services when the bundle was sold, or only when the allowances were later used.

The UT upheld the FTT’s conclusion that the relevant supply arose when the bundle was sold. In the UT's view, customers were contracting for allowances which conferred the right to access telecommunications services for a fixed period and price, and that there was a direct link between the consideration paid and those allowances once the bundle was acquired. The fact that customers often used only a small proportion of their allowances did not affect the VAT analysis. The UT also rejected Lycamobile's argument that the bundles constituted multi-purpose vouchers.

Accordingly, the UT dismissed Lycamobile’s appeal and confirmed that VAT was chargeable on the full price of the bundle at the time of sale, regardless of whether the allowances are subsequently used.

The decision can be viewed here.

Why it matters

This decision confirms that where customers pay for guaranteed access or availability of services, the taxable supply may occur when that access is granted rather than when the service is actually used. The case provides important clarification for telecom and subscription-based business models where customers purchase bundled service entitlements that may not be fully utilised.

FTT finds that the supplies were supplies of staff and not VAT exempt services

In Genuine Care Homecare Services Ltd v HMRC [2026] UKFTT 235 (TC), the FTT considered whether Genuine Care Homecare Services Ltd (GCHS) was liable to account for VAT under the reverse charge mechanism on supplies received from Atena, a Slovak company, and whether HMRC’s assessments and failure-to-notify penalty were valid.

GCHS operated a domiciliary care business in the UK and engaged carers through Atena. HMRC argued that Atena was supplying staff to GCHS, and therefore GCHS should have accounted for VAT under the reverse charge rules. GCHS contended that Atena contracted directly with service users or that GCHS acted as an undisclosed agent, such that exempt welfare services were supplied.

The FTT rejected these arguments. It found that there was no contract between Atena and the service users, and that Atena’s supplies were supplies of staff to GCHS. As a result, GCHS was required to account for VAT under the reverse charge rules.

The FTT also held that HMRC’s assessments were issued within the applicable time limits and that GCHS did not have a reasonable excuse for failing to notify its VAT liability. GCHS's appeal was therefore dismissed.

The decision can be viewed here.

Why it matters

This decision highlights the importance of the contractual and economic reality in determining whether a supply is one of staff or services, and confirms that cross-border staff supplies may trigger the reverse charge, even where the underlying services are welfare services.

The MPS market has grown considerably in recent years, with 43% of advice firms outsourcing to an MPS provider in 2025. The growth in the use of MPS is largely being driven by the increased regulatory challenges faced by advisors, in particular the Consumer Duty, which has increased ongoing monitoring and reporting requirements. One of the benefits of using an MPS is that advice firms can leverage specialist investment expertise without adding to their internal expenses, which can deliver greater efficiency, as well as better value for money and outcomes for clients. However, this is only possible if advisory firms select MPS firms that satisfy the specific needs of their clients.

The purpose of the multi-firm review is to look at how MPS providers:

• Implement the Consumer Duty, in particular emphasising fair value, appropriate products, and good consumer outcomes, to ensure they are central to MPS design.
• Monitor whether MPS produce the intended results for investors.
• Assess the fees charged by MPS, to ensure that charges are justified and communicated clearly to clients.

In their Regulatory Priority report, the FCA acknowledged there has been significant consolidation and rapid firm growth in parts of the consumer investment sector, including MPS providers. If controls do not keep pace with growth, risks can emerge. Firms therefore need robust systems and controls to manage those risks, whilst keeping the interests of consumers central to their plans.  The FCA says that it will progress its review of MPS firms this year and assess whether the Consumer Duty rules and requirements remain appropriate. The FCA is also expecting firms to act promptly to address emerging risks, including signs of inadequate financial resources, and to assess new technologies and products to ensure good consumer outcomes and strengthen financial resilience through stress testing and contingency planning.

Key Takeaways

In anticipation of the FCA's review, financial advisors may want to review their due diligence on MPS providers to ensure their investment strategy and charges align with the Consumer Duty. Communications with clients should also be reviewed to ensure that it has been clearly explained to clients why an MPS provider meets the objectives and risk appetite of the client.  Finally, financial advisors should also ensure they have adequate record keeping demonstrating their compliance with the Consumer Duty.

Once the FCA has completed their review, we can likely expect new FCA guidance on MPS governance, as well examples of good and bad practice.

To read the FCA's Regulatory Priority report, please click here.

Whilst the extension of the FCA's oversight will set (and raise) standards of conduct for all authorised crypto platforms operating in the UK (and in many areas provide new means of redress in respect of their operations and conduct), it will not necessarily assist individuals who are defrauded by unauthorised firms, bogus platforms, or criminals utilising the services of innocent exchanges.  Crypto users' discernment and vigilance will remain vital tools in the prevention of crypto-related frauds.

The legal basis

Key to the FCA's current regulatory powers are as follows:

1. The 'general prohibition' in section 19 of the Financial Services and Markets Act 2000 (FSMA), which prohibits someone from carrying on a 'regulated activity' in the UK unless they are authorised to do so, or exempt. Those 'regulated activities' are defined by the Financial Services and Markets Act 2000 (Regulated Activities) Order 2001/544 (Regulated Activities Order).

2. The 'financial promotion prohibition' in section 21 of FSMA, which prohibits someone from promoting financial services without authorisation, as also governed by the Financial Services and Markets Act 2000 (Financial Promotion) Order and, since October 2023, also the Financial Services and Markets Act 2000 (Financial Promotion) (Amendment) Order 2023 specifically regarding certain "qualifying crypto assets" (Financial Promotion Order).

The Financial Services and Markets Act 2000 (Cryptoassets) Regulations 2025 (Cryptoasset Regulations) will bring certain activities relating to cryptoassets expressly within the scope of the FCA's regulatory perimeter. 

Which cryptoasset-related activities will be regulated by the FCA?

The Cryptoasset Regulations look set to require FCA authorisation to be obtained for the following activities:[2]

• Issuing qualifying stablecoins in the United Kingdom.
• Safeguarding of qualifying cryptoassets and relevant specified investment cryptoassets.
• Arranging for another person to safeguard qualifying cryptoassets or relevant specified investment cryptoassets.
• Operating a qualifying cryptoassets trading platform.
• Dealing in qualifying cryptoassets as principal.
• Dealing in qualifying cryptoassets as agent.
• Arranging (bringing about) deals in qualifying cryptoassets.
• Making arrangements with a view to transactions in qualifying cryptoassets.
• Qualifying cryptoasset staking.

Crypto firms, exchanges, and platforms carrying out the above activities will need to apply to become FCA authorised between 30 September 2026 and 28 February 2027 to ensure their applications are processed in time for the commencement of the new regulatory regime on 25 October 2027.[3]

Will the Cryptoasset Regulations assist victims of Crypto Fraud?

The Cryptoasset Regulations will set (and raise) standards of conduct for all authorised crypto platforms operating in the UK – including in relation to market abuse, the use and disclosure of insider information, and market manipulation – and provide new means of redress in respect of their operations and conduct.  To that extent, they will therefore be a welcome addition in the fight against fraud and offer welcome protection to UK consumers.  However, as with any regulatory regime, they will not be able to provide a complete answer.

1. The Cryptoasset Regulations will not assist UK-based individuals who are defrauded by (or using) un-authorised, bogus, or non-existent firms/platforms, whether based in the UK or overseas.

   Victims of cryptoasset fraud are often duped into using online platforms which look convincingly real but in fact are not.  The Cryptoasset Regulations will not, in and of themselves, be able to prevent this from happening.

   However, the Cryptoasset Regulations will give the FCA more teeth to shut down such platforms and pursue those responsible for them (if they can be found).  Additionally, UK-based crypto investors will better be able to protect themselves from fraudulent platforms by checking whether they are authorised to operate in the UK using the FCA's 'Firm Checker' service: https://www.fca.org.uk/consumers/fca-firm-checker. 

   Individuals will obviously still need to guard against the possibility that a firm / platform is impersonating a regulated entity, but at least the requirement to register and be authorised will help in identifying whether the platform in question is legitimate.

2. The Cryptoasset Regulations will not stop fraudulent conduct carried out using FCA authorised platforms.

A significant amount of crypto fraud involves blockchain transactions facilitated via legitimate crypto platforms – often without any fault on the part of the plaftorm.  Romance baiting and investment scams, as well as rug pull scams, typically involve criminals inducing their victims to authorise a crypto platform to conduct a transaction using their wallet.  Stolen crypto is also often then directed through multiple further wallets including those held by unsuspecting platforms. 

The Cryptoasset Regulations will increase the onus on authorised platforms to have adequate processes in place for e.g. transaction monitoring and complaints handling (per the FCA's Handbook).  This will not obviate the need for individuals to exercise caution in respect of their dealings to seek to ensure they are not falling prey to a fraudulent scheme, but should increase the prospects of suspicious transactions being flagged and stopped by authorised platforms. 

As crypto firms, platforms, and exchanges dealing with UK-based customers become FCA-authorised entities, their conduct in the UK will be regulated in much the same way as traditional financial institutions such as banks. 

Fraudsters have of course long manipulated victims into parting with their cash using the traditional banking system.  The FCA regulated world of crypto will be no different, albeit the more speculative nature of crypto investments will continue to provide ample opportunities for fraudsters to prey on unsuspecting individuals, even while making use of regulated platforms to facilitate criminal activity.

As such, while the Cryptoasset Regulations will provide a welcome degree of certainty for cryptoasset businesses, an increase in standards in order to obtain and maintain FCA authorisation, and some protection for UK consumers wishing to trade and transact in cryptoassets, they are by no means a complete answer.  Discernment and vigilance on the part of UK consumers wishing to trade and transact in cryptoassets will remain vital in the prevention of crypto-related frauds.

In 1994, Jurassic Park won three Academy awards at the 66th Academy Awards. You won't be surprised to hear these were: Best Visual Effects, Best Sound and Best Sound Effects Editing. What you may not know, is that Jurassic Park also illustrates the impact of Section 172 of the Companies Act 2006. In our second article of this mini-series, with the benefit of some creative licence, we will take you through a 'walk in the park' to explore the duty to promote the success of the company.

Why Jurassic Park?

Apart from being one of Steven Spielberg's most highly praised films, section 172 CA 2006, also goes to the heart of what the film is all about. Under Section 172, "a director of a company must act in the way he considers, in good faith, would be most likely to promote the success of the company, for the benefit of its members as a whole". In Jurassic Park, we see John Hammond (played by Richard Attenborough) with visionary but reckless decision making, unreserved risk taking coupled with the failure to balance long-term success with safety and stakeholder interests.

Background

To refresh your memory, John Hammond founded and was the CEO of International Genetic Technologies, Inc (InGen). Through this company, John Hammond sought to bring his life-long dream into being: to create dinosaurs using DNA gleaned from mosquitos that had been preserved in amber. John identified an island off the coast of Costa Rica, Isla Sorna, and began setting up labs to research and breed the dinosaurs. Despite recruiting top talent to aid his quest and, before the park officially opened, a preview visit by dinosaur experts ended up in a high-casualty (and high-thrilling) event.

Section 172 through the lens of Jurassic Park

Section 172(1) requires a director to act:

“in the way he considers, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole,” and in doing so to have regard to:

(a) the likely consequences of any decision in the long term

John Hammond, whilst creative and full of ideas, becomes fixated on getting the park open and impressing his investors. We learn early on that the park can run on minimal staff by relying on the latest technology. Whilst this seems impressive at first, it soon becomes apparent that John Hammond has not carried out extensive and structured long-term risk assessments. There is no evidence of: any testing or management of risk if the systems become redundant; a contingency plan in case the power fails; evacuation plans (particularly given the island has little signal and it can only be reached by boat which takes a number of hours) or the reputational impact to the company of a mass-casualty event.

Throughout the film, the narrative is that the founder of the company has 'spared no expense' in this business venture, however, this reassurance is short-lived. This is an example of the necessity of balancing long termism against immediate commercial benefit. Long termism requires focus on decisions that are good for the business over many years, which can include factors such as investing in strong systems and people (we touch on this next, below), building trusted client relationships and accepted slower short-term profits to create a stable and valuable business for the future. It may have taken John Hammond some time to get the company up and running, but throughout the film we see him chasing that quick win and the excitement it brings by focusing on what is profitable in the immediate future. There's clear evidence the company has been cutting important costs like on compliance or training. There is no safety training nor safety plans in place to protect either the staff or the buildings, or even the dinosaurs themselves. The 'spared no expense' motto may have reassured the early investors in the company, however, the audience soon starts to see the company's limitations.

(b) the interests of the company’s employees

It soon becomes apparent that all the company's employees are subject to real and extreme physical risk. This is evident from the opening scene where a mistake during the feeding of a velociraptor results in us witnessing the first death of an employee. We soon learn that this was not the only death that occurred during the initial stages of the park.

Whilst we are told the park is running on minimal staff, what this means is that there is little or no staff working in pivotal infrastructure roles. However, there are still game wardens, kitchen staff, cleaners, porters, lab technicians etc. and these are all at risk of death, primarily by being eaten by an escaped dinosaur.

Not only are they exposed to risk in this way, but the company's treatment of Dennis Nedry, the instrumental personnel in developing the technology the park relies on, leads to him becoming disgruntled. We hear his many complaints of being overworked, underpaid and unsupported and this eventually results in complete company sabotage. Poor governance of the company and a complete failure to engage with key staff highlights how this can directly threaten corporate success.

(c) the need to foster the company’s business relationships with suppliers, customers and others

Prior to the opening of the park, John Hammond enlists the assistance of key stakeholders to attend the park. This includes, investors, a legal advisor, contractor, scientists (Alan Grant, Ellie Sattler and Ian Malcolm) and his grandchildren (Lex and Tim) who he calls his key audience. However, even though he seeks approval from experts to gain reassurance for his investors (following the death of the employee in the opening scene), there is no risk management or real care taken in ensuring the safety of those people and thus placing the relationships with key stakeholders entirely at risk.

In addition, and as we referenced above, John Hammond's relationship with Dennis Nedry, who is the critical supplier of the IT infrastructure, is mishandled. He shows no oversight, no segregation of duties and no proper vendor management. Dennis is able to negotiate a deal with a competitor for the sale of dinosaur embryos and set up a 'back door' in the IT system so he can override the security settings across the whole park and lock their personnel out of the system by use of a password: ' you didn't say the magic word'….

(d) the impact of the company’s operations on the community and the environment
The environmental impact of Jurassic Park is obvious. Resurrecting extinct species, thereby disturbing ecosystems, not to mention the risk of the animals escaping into the wider environment is huge.

Even if the company was legally permitted to create the dinosaurs, as Ian Malcom states, the company was so caught up in trying to work out if they could, "they didn't stop to think if they should". It is imperative that directors consider the environmental impact their company has as well as any risk mitigation strategies and processes. Not only is it the right thing to do but the reputational risk to the company must always be considered.

(e) the desirability of the company maintaining a reputation for high standards of business conduct

When things go wrong in the park, the reputational damage is catastrophic. The company has to deal with many deaths, the regulatory scrutiny for all of its actions and decisions, not to mention the ethical outrage for creating such a park and placing lives at risk in the first place.

(f) the need to act fairly as between members of the company
Whilst it has taken a number of years for the park to come to fruition, John Hammond makes it clear that the early-stage investors are keen for returns. However, a quick return is not always beneficial for the longer-term interest of the company, particularly in respect of its solvency and thus survival.

This element of Section 172 requires the company to exercise balanced decision making and ensuring all decisions are not exclusively benefiting a majority or controlling shareholder at the expense of others. John Hammond's decision making throughout the film is focused on his own self-interests in the park, his dream and making a quick profit rather than considering the interests of other members of the company.

Compliance vs breach
There is evidence in the film of John Hammond attempting to promote the success of the company. He has an innovative concept which is designed to create enormous shareholder value. The fact that John Hammond insisted on the external experts of Alan Grant, Elie Sattler and Ian Malcolm visiting the island and giving him their views, could be seen to be carrying out due diligence. There was also even some investment made in security and containment, as well as a (basic) contingency plan (the lysine contingency).

However, there are even stronger indications of breaches of the section 172 duty.

John Hammond places too much reliance on Dennis Nedry, the one IT specialist, who has complete control over the development and continuity of the technological infrastructure of the island. Nedry is not given any proper oversight and there is no evaluation or risk management of the long-term consequences of this and to business relationships.

Whilst there may be some, it can most definitely be described as insufficient regard to not only visitor safety but the safety of company employees. Not to mention the impact to the community of the business, especially if the dinosaurs managed to get off the island completely (but wait, that's The Lost World).

The one contingency plan in the event any dinosaurs escaped the island, involved the need for the dinosaurs to be manually fed lysine from the staff. This was evidently not realistic. It failed to take into account the lysine rich sources naturally occurring on the island that the dinosaurs could eat themselves.

John Hammond showed a complete lack of realistic emergency planning both in terms of long-term consequences of the park and therefore the future of the company, as well as its reputation, not least due to the clear ethical questions that should have been raised at the outset with regards to the genetic manipulation of animals as well as the welfare of the animals themselves.

Even if John Hammond genuinely believed that he was promoting the success of the company, a court would scrutinise whether he had proper regard to all the factors (a) to (f) set out above and, implement the appropriate governance.  It is safe to say John Hammond would not succeed under any such scrutiny.

Our top 5 risk management tips for directors to consider (and their insurers to keep in mind)

1. Ensure all board minutes are documented – having a clear documentation process in place will help evidence decision making if challenged at a later date

2. Embed stakeholder impact into board decision making – ensure the board explains stakeholder impacts clearly and considers any relevant alternatives Board decisions that ignore systemic risks are fertile ground for shareholder claims. and decisions are well-balanced to ensure fairness for all shareholders

3. Strengthen governance processes and documentation – ensure why the chosen option best promotes the long-term success of the company

4. Align incentives and risk appetite with long-term success – ensure decisions reward sustainable performance and good conduct. Don't focus on the short-term profits.

5. Monitor, review and report on section 172 compliance – regularly reviewing company compliance with section 172 will ensure risks are adequately managed and the discharge of the duty is evidenced

We would be delighted to discuss any queries arising from this article. Please contact Matt Watson in the first instance.

To listen to this and all previous episodes, please click here.

Headline development

Government confirms changes to FOS operations following review

The government has set out a package of reforms aimed at returning the Financial Ombudsman Service (FOS) to its original role as a fast, impartial complaints body.

Changes will include legislation to:

• Adapt FOS' fair and reasonable test - where a firm has complied with its obligations under the relevant FCA rules, the FOS must find that the firm acted fairly and reasonably.
• Introduce a referral mechanism to the FCA where there is ambiguity in what the FCA's rules require, or where there may be wider market implications across the financial services industry.
• Introduce a 10-year longstop for complaints to the FOS, subject to limited exceptions, such as for long term products such as pensions. The FOS will also be able to decline particularly complex cases that are better suited to the courts or other routes.
• Implement structural changes to provide greater consistency across decisions through giving the Chief Ombudsman overall responsibility for FOS determinations.
• Make it easier for firms and consumers to understand and learn from FOS decisions through requiring FOS and the FCA to produce joint thematic reports to improve transparency around how certain types of complaint are handled.
• Ensure the FCA has the tools to respond to mass redress events in the small number of cases where intervention is necessary.

To read more, please click here.

Accountants

Consultation launched on expanding HMRC’s Uncertain Tax Treatment rules

The Uncertain Tax Treatment (UTT) regime was introduced in 2022 and is designed to narrow the tax gap arising from differing interpretations of tax law between companies or partnerships and HMRC.

Under the UTT regime, large businesses must notify HMRC when such differences in interpretation exist. The UTT currently applies only to companies or partnerships that meet specific reporting and financial criteria, including thresholds for turnover and balance sheet totals. The regime does not currently apply to individuals or trusts.

On 12 March 2026, the government published a consultation setting out proposed changes to the UTT regime, including extending it to individuals and trusts, introducing an additional trigger and bringing more taxes within its scope. The consultation closes on 4 June 2026, with the government intending to publish its response in the summer and include any legislation in the next available Finance Bill. The changes would apply to returns filed after 1 April the following year.

To read more, please click here.

To read the consultation, please click here.

ICAEW updates engagement letter templates

The ICAEW has published updated engagement letter templates with new schedules added to reflect recent regulatory, operational and technological developments.

The changes include dedicated schedules covering:

• Identity Verification (IDV) – Firms acting as Authorised Corporate Service Providers and which offer IDV services will now need tailored engagement terms which articulate the scope of IDV services, responsibilities of the client and firm and fees and limitation.
• Filing company accounts on behalf of clients – the updated schedules require clear allocation of responsibility for obtaining verification codes, definition of the firm's role in submitting filings and clarity on the reliance placed on client-provided information.
• Making Tax Digital – the updated schedule help firms set out which services they provide, what digital records the client must keep, and any reliance on third party software or agents.
• Schedules for agreed upon procedures – firms providing agreed-upon procedures will need to define responsibilities and applicable standards and confirm the engagement provides no assurance or opinion, specify exactly which procedures will be performed and note reliance on management-provided information, and limit use by restricting how the report may be used or shared and confirm that the firm has no responsibility to third parties.
• The use of AI – the Terms of Business have been updated to refer to the use of AI, and new guidance surrounding the terms of use of AI.

The ICAEW publication also contains some helpful reminders for when firms take on new clients, and what will need to be considered for current clients. The publication further provides guidance on common pitfalls with engagement letters and provides guidance on disengaging clients.

To read the ICAEW publication, please click here.

HMRC Updates Guidance on Payment of CGT by Trusts

UK resident taxpayers, including trusts, must report disposals of UK residential property and land to HMRC within 60 days where capital gains tax (CGT) is payable. A report made on behalf of a trust must include its unique taxpayer reference (UTR) or unique reference number (URN).

Under updated HMRC guidance, if the trust does not have a UTR or URN, it must be registered with HMRC’s Trust Registration Service before it can create a CGT on UK property account or submit a paper return, even if the trust would normally be exempt from registration.

The 60-day deadline applies both to reporting the disposal and paying any CGT due. If, after filing the self-assessment (SA) tax return for the year of disposal it transpires that too much CGT was paid under the 60-day rules, HMRC will first set the overpayment against any SA tax still outstanding. Any remaining CGT overpayment is not refunded automatically: the taxpayer must contact HMRC directly to claim the balance.

To read more, please click here.

Auditors

FRC issues new Interim Guidance on Payment and E-Money Safeguarding and Assurance Engagements

In advance of the FCA's new Supplementary Regime (the Regime) which comes into force on 7 May 2026, the FRC has published new Interim Guidance on Payment and E-Money Safeguarding Assurance Engagements (the Guidance), providing support for safeguarding auditors.

The Regime introduces enhanced requirements for reconciliations, recordkeeping and governance to addresses weaknesses in current safeguarding arrangements and to strengthen consumer protection.

The Guidance, which the FRC emphasises is non-mandatory and is not a performance standard, sets out principles in support of high quality, consistent safeguarding assurance engagements to bridge the gap between implementation of the Regime until 2027, which is when the FRC is expected to issue a dedicated safeguarding assurance standard following a public consultation.

The FRC also states that the Guidance does not create new requirements and it does not replace or override the Electronic Money Regulations, Payment Services Regulations or CASS 15.

To read the Interim Guidance, please click here.

Regulatory developments for FCA regulated entities

FCA publishes Regulatory Priorities report for retail banking sector

The FCA has published its Regulatory Priorities report for the retail banking sector. Its four priorities for the next 12 months are:

1. Access to cash and essential banking services – the FCA observes that many consumers now bank digitally and many banks are "undertaking digital-first transformations". The FCA stresses that digital transformations must avoid causing foreseeable harm to retail customers, and that any alternative service firms propose should be accessible to customers before branches close. The FCA notes this is closely monitored, and it will intervene where it needs to.

2. Good outcomes from products and services – the FCA calls on firms to continue driving positive outcomes under the Consumer Duty and develop their data for monitoring retail customer outcomes to identify where further action is needed to support customers and avoid causing foreseeable harm. 

3. Fighting fraud and other financial crime – the FCA notes that threats are evolving rapidly and firms must continuously refine their defence to fraud, money laundering and other risks. Firms must help customers understand fraud risks and support victims.

4. Operational resilience and data security – the FCA requires firms to identify emerging risks and critical third-party dependencies. The regulator expects firms to improve their cyber and information protection strategies with tested recovery plans. 

To read more, please click here. 

FCA publish its 2026/2027 regulatory priorities for consumer finance

On 17 March 2026, the FCA published its annual report on regulatory priorities for consumer finance. The three key priorities for the upcoming financial year are: 

1. Consumers accessing credit that meets their needs – this includes firms lending responsibly with adequate support, suitability assessments, and fair value.

2. Firms supporting consumers who struggle with debt – debt advice should be clear and concise, and provided in a timely matter to avoid escalation and to ensure good outcomes. Emphasis has been placed on the importance of those struggling with debt being able to get the support they need – including advice from both firms and institutions.

3. Consumers being able to complain when things go wrong and get appropriate redress – firms are expected to properly identify issues and deal with complaints so that they can provide fair value to customers. Whilst this is a requirement across financial services, the clear focus this financial year will be on motor finance firms cooperating with the FCA as the compensation scheme for vehicle finance arrangements goes live later this year.  

The three priorities outlined by the FCA are heightened in circumstances where credit lending has increased by 8% in 2025, the emerging risk/benefit of AI and in an economy where people are struggling with the cost of living. The priorities indicate that the FCA recognise that increased use of consumer credit leads to an increased risk of unsuitable advice, loss and redress claims. 

To read more, please click here.

FCA sets out Regulatory Priorities for the UK Mortgage Market

On 12 March 2026, the FCA published its Regulatory Priorities report for the mortgages sector aimed at mortgage and home finances lenders, administrators, and intermediaries.

The report outlines the regulator’s supervisory focus for the UK mortgage market and signals a shift toward a more flexible, yet consumer-focused, framework. A central initiative is the Mortgage Rule Review, which seeks to modernise existing rules by simplifying requirements around affordability assessments, advice, and product switching while preserving safeguards against unsustainable lending. 

The FCA emphasises that firms must continue to deliver good consumer outcomes under the Consumer Duty, particularly when supporting borrowers experiencing payment difficulty. Lenders and intermediaries are expected to identify vulnerable customers early and provide appropriate forbearance and tailored assistance. The report also highlights concerns about advice quality and suitability of recommendations. 

To read the full report click here.

FCA publishes findings following a review of the second charge mortgage market

On 12 March 2026, the FCA published its findings following a review of mortgage advice, fees and charges and affordability assessments conducted by second charge lenders.

Overall, there is evidence of good practice amongst lenders and intermediaries, particularly in relation to the Consumer Duty requirements. The FCA found clear evidence of discussions and innovative use of technology aimed at improving customer outcomes. The areas where some firms could improve relate to: 

• The standard of advice given in relation to debt consolidation. The focus should be on consumers' genuine needs and circumstances, not just eligibility.
• More robust affordability assessments which focus on realistic customer expenditure.
• How intermediaries and lenders work together to deliver good customer outcomes. Some intermediaries did not always pass on all relevant customer information to lenders, which then led to inaccurate or unfair assessments by lenders.
• More complete record keeping. Incomplete record keeping made it hard for the FCA to assess the suitability of advice or the basis of some lending decisions.
• The level of fees charged by intermediaries. They are often higher than for first charge holders and there was very little evidence to justify the higher fees. 

Consumers are often using second charge mortgages to consolidate debt, meaning they are at a greater risk of suffering harm due to vulnerability, level of debt and low financial resilience. The Consumer Duty is paramount in ensuring that these vulnerable customers are receiving fair and accurate advice which provides for good outcomes. 

The FCA is continuing to work with firms to improve the second charge market and will monitor firms where concerns have been noted. 

To read more, please click here.

APPG calls for overhaul of UK financial regulation

The All-Party Parliamentary Group (APPG) on Investment Fraud & Fairer Financial Services released a 250-page report this week, calling for extensive reform of financial regulation in the UK.  The report calls for a Royal Commission to examine wide-ranging reforms for the FCA, similar to what has already been done in Australia.

The report is particularly critical of the government's current efforts to reduce regulation to promote economic growth, concluding that this policy will simply weaken protections for the public in a time when protections for the public are already inadequate.  This latest report echoes a 2024 report from the same group, which was highly critical of the FCA.

There have been mixed responses to the report, with a consumer group accusing the report of being unbalanced and merely a rehash of the 2024 report.  The FCA, in response, pointed to its recent improvements and increased rates of criminal prosecution.  

To read more, click here.

To read the APPG's press release, click here.

FCA announces changes to incident and third-party reporting

Following consultation in December 2024, the FCA has confirmed rule changes regarding reporting disruptions, such as cyber-attacks and power outages.  The rules are aimed at providing more clarity to firms about what to report and when, and how to deal with third-party outages which might cause major disruptions across sectors.  

The FCA states that it has:

• Created a simple, streamlined reporting regime with the Prudential Regulation Authority (PRA) and Bank of England, including a single reporting portal.
• Removed duplicative incident reporting for payment service providers and credit rating agencies.
• Refined the overall information required, allowing most of the firms the FCA solo regulates to complete a short form to tell them about their incident.
• Added clearer guidance on thresholds, definitions and responsibilities.

The FCA has also provided guidance giving firms examples of what to report, guidelines on the thresholds for reporting, and assistance in completing reporting forms.  The new rules are set to come into force in March 2027, giving firms 12 months to prepare. The FCA is hosting a webinar on 29 April 2026 on the new rules to help firms with the transition.

To read more, including links to the rules, guidance, and the webinar, please click here.

FCA says firms not proactive enough in identifying vulnerable customers

Firms will be aware that, as part of the Consumer Duty, they are required to identify vulnerable customers and ensure they are treated fairly.  In a recent review, the FCA has noted that firms are taking too reactive an approach when it comes to identifying vulnerable customers.

Rather than relying on customers to self-identify as vulnerable or for staff to spot flags for vulnerability, the FCA says that firms need to adopt a more proactive approach.  For example, firms can embed "structural vulnerability assessments at key decision points such as onboarding, renewal, and arrears" and ensure that all communications are tailored to maximise accessibility for all, rather than waiting to tailor communications for a specific customer after vulnerability has been identified.

The FCA noted other areas for improvement, such as ensuring that promotions highlight risks as much as the benefits and carrying out real customer testing to ensure their communications are clear and easily understood.  

To read the FCA's review, please click here.

FCA issues guidance on good and poor practice on identifying and rectifying harm

The FCA has issued a Finalised Guidance paper setting out its expectations of firms on identifying harm and rectifying it through redress exercises (a requirement under the Consumer Duty).

The guidance paper notes that a redress exercise is likely to require a firm to:

• Consider its previous conduct.
• Decide if it owes remedial action to customers; and
• If so, provide affected customers with the necessary remedy without the customer having to raise a complaint. 

The FCA identified the following as good practice for the key stages of a redress exercise:

1. Proactively identifying harm – good practice includes having a central complaints forum to discuss trends and cases from across their business and using external help.

2. Designing a redress exercise – good practice examples involved ensuring the firm had captured all customers impacted by its error. Poor practice included deciding on an opt-in process without considering the information needs of customers, with one firm having decided to only send 1 letter to customers and failing to use multiple means of communication.

3. Designing a communication plan – good practice includes setting key dates for contacting customers and contact method, setting deadlines for customers to provide further information, draft templates for communicating with customers, and informing frontline staff about the redress exercise.

4. Communicating with customers – good practice includes explaining information in a logical way, using plain language, and giving adequate time for customers to respond. The guidance also notes that deciding on an opt out approach may be appropriate where there are vulnerable customers that are less likely to engage with the redress exercise. The guidance also notes that good practice would include testing communications internally or with a third-party consultant before communicating with customers. 

5. Record keeping – good practice includes monitoring the performance of the redress exercise. This may involve recording how many customers have been contacted and how many had responded, as well as recording redress awards to determine whether the exercise had achieved good customer outcomes. 

To read the Finalised Guidance paper please click here. 

Relevant case updates

High Court refuses dismissal for CPR 7.7 non-compliance

In Global Fintech Investments Holding AG v Linklaters LLP [2025] EWHC 2969, the High Court refused an application to dismiss a claim under CPR 7.7(3), despite non-compliance with a CPR 7.7(1) notice, which required service of the claim form or discontinuance.

The claim form was issued by the Claimant the day before limitation expired but did not serve the claim form until the final day of its validity period. Prior to service of the claim form, the defendant became aware of the claim through the legal press and served a CPR 7.7 notice, requiring service of the claim form or discontinuance. In response, the Claimant said investigations were ongoing, and that it was not in a position to serve, leading to the Defendant issuing the application under CPR 7.7(3).

The judge held that compliance with a CPR 7.7 notice isn’t mandatory and that non-compliance instead triggers the court’s discretion. In the judge's view, there was there was no presumption in support of or against the argument that the claim should be dismissed. Instead, the judge held that the court can make whatever order is just, taking into account all the circumstances and the overriding objective.

The judge also made clear that CPR 7.7 is not a workaround for striking out weak claims and that if a Defendant wants to challenge the merits, the proper route is an application for strike out, pursuant to CPR 3.4.

The judge also held that:

• Non-compliance with a CPR 7.7 notice is a precondition to the exercise of discretion - it is not a factor that weighs for or against dismissal.
• Prejudice is not a ground to justify dismissal of the claim.

To read the judgment, please click here.

Court of Appeal rejects limitation arguments following a rectified issue fee error

The Court of Appeal (CofA) in Hassan-Soudey (aka Hamilton) and others v Siniakovich 2026 EWCA Civ 215 has held that, for the purposes of limitation, a claim is brought when the claim form is first delivered to the court office, even if the appropriate fee has not been paid in full and the court office legitimately refuse to issue it.

The Claimant's solicitor sought to issue defamation and malicious falsehood proceedings the day before the limitation period expired. An issue fee of £10,000 was paid based on the monetary claim stated on the claim form, however the particulars of claim also sought an injunction which would have required an additional issue fee of £626. The court office (after the date for limitation had passed) rejected the filings due to the underpayment of the issue fee. 

The Claimant's solicitor issued a relief from sanctions application, requesting that the court treat the claim as issued on the first date it was filed. The application was granted in the first instance and then formed the subject of the Defendant's appeal. 

The CofA held that the court had no jurisdiction to change the date when an action was brought or backdate the date of issue. The court emphasised that bringing the action was reliant on the Claimant's conduct and not the court's administrative processes. The reasons for payment error were not relevant for the purposes of issuing a claim and if the Claimant's conduct was deliberate or dishonest, other sanctions, such as strike out were available. It was not therefore appropriate or proportionate to not allow the case to carry on, particularly where the issue of underpayment had been swiftly rectified.  

This case stands as a reminder to both Claimants and Defendants that where the particulars of claim are filed with the claim form and are intended to be read together, the issue fee must be calculated based on the relief claimed in both documents. 

To read the judgment, please click here.

High Court declares first ‘statutory SLAPP’ in libel claim

The High Court has made a novel ruling declaring a libel and malicious falsehood claim to be a statutory strategic litigation against public participation (SLAPP) under section 195 of the Economic Crime and Corporate Transparency Act 2023 (ECCTA 2023). This is the first time the High Court has had to consider whether a claim amounts to a SLAPP under the new statutory regime. 

The Claimant was a tax barrister who brought proceedings against Tax Policy Associates Ltd and Daniel Neidle (the Defendant) following the publication of an article criticising tax avoidance schemes and the barrister's conduct. The Defendant's opinions in the article were supported by the public record court proceedings, regulatory positions and the claimant's own public statements. The High Court granted summary judgment having agreed with the Defendant's honest opinion defence under section 3 of the Defamation Act 2013. 
  
The High Court found the claim to be a SLAPP having decided that the Defendant's article concerned economic crime for the purposes of s.195 of the ECCTA – it raised concern that the Claimant had cheated the public revenue, and its publication was intended to combat economic crime. The High Court found the claimant had intended to cause harassment beyond that ordinarily encountered in properly conducted litigation.
 
To read more please click here.

With thanks to this week's contributors: James Parsons, Alison Thomas, Daniel Goh, Heather Buttifant, Ben Simmonds, Kerone Thomas, Rebekah Bayliss

The Renters’ Rights Act 2025 (the Act) will make assured periodic tenancies (APTs) the default form of residential letting, so that most tenancies in England will continue indefinitely rather than for fixed terms.  Stamp duty land tax (SDLT) can apply to rent, calculated by reference to the lease’s net present value (NPV).  At present, many tenants fall outside the SDLT regime because the first £125,000 of NPV is charged at 0%, with SDLT at 1% only on any excess.

Under the new APT regime, the NPV must be recalculated annually as the tenancy continues, meaning more tenancies will ultimately exceed the £125,000 threshold.  Tenants who fall within scope will be required to submit an SDLT return and pay the tax within 14 days of the liability arising, failing which penalties may apply.  The SDLT rules themselves are unchanged, but the Act will draw many more tenants into scope.

Find out more information here.

Kier Nuvia JV lands £200m nuclear fusion job

The ILIOS consortium has been appointed as the construction partner for the £200m redevelopment of the former West Burton power station in Nottinghamshire to build a fusion power plant.  The consortium is led by a joint venture between Kier and Nuvia (Vinci's nuclear specialist subsidiary).  Supporting the delivery are Amanda Levete Architects and consultancies Aecom and Turner & Townsend.

The project forms part of the Spherical Tokamak for Energy Production (STEP) Fusion programme, a government-backed initiative aiming to deliver the UK’s first operational fusion prototype power plant by 2040 on the site of the former coal-fired station.  During peak construction, the redevelopment is expected to generate up to 8,000 onsite roles. 

Read the full article here [May require subscription]. 

7,750-home garden community proposed east of Colchester

Haworth Tompkins and Latimer, the development arm of Clarion Housing Group, have submitted proposals for a 7,750-home garden community east of Colchester, Essex.  The proposal includes a town centre, civic and health facilities, schools and an integrated public transport network.  More than half of the site is allocated to open space, featuring a 60ha country park and retained hedgerows, while 30% of the homes will be affordable. 

The project follows the 2021 allocation of land by Tendring District and Colchester City councils and has progressed after securing £186m in funding for a dual-carriageway linking the A133 and A120 earlier this March.  Phase one will deliver 837 homes, with first residents expected in the late 2020s.  The full development is scheduled for completion by 2030.

To read further, please click here [May require subscription].

Golden Thread duties remain off the boardroom radar

A new industry white paper, Turning Building Safety into a Strategic Advantage: The Golden Thread from BIM in Asset Management, suggests that 89% of CEOs and CFOs may be unaware of their legal responsibilities under the post Grenfell building safety regime.

The report warns this lack of awareness could expose organisations to significant legal, financial and reputational risk, given the Building Safety Act’s focus on senior level accountability.

Far from being a narrow compliance burden, the Golden Thread is framed as a board level governance issue: reliable, accessible digital building information should enable leaders to understand safety critical assets, who is accountable for them and whether they are functioning correctly.

By embracing modern digital asset management, organisations can reduce unnecessary maintenance spend, cut repeat surveys and strengthen regulatory compliance, turning building safety information into a genuine strategic advantage.

Read more by pbctoday here.

With thanks to Ami Chillcott, Nishtha Guha and Jasmine Howes

Disclaimer: The information in this publication is for guidance purposes only and does not constitute legal advice.  We attempt to ensure that the content is current as at the date of publication, but we do not guarantee that it remains up to date.  You should seek legal or other professional advice before acting or relying on any of the content.

Background

HMRC opened enquiries in 2019 and issued the taxpayers with a series of assessments, penalties and personal liability notices (the Decisions), in relation to VAT. The taxpayers appealed the Decisions to the FTT, but three of the appeals were notified after the 30-day deadline set out in section 83G, Value Added Tax Act 1994 (VATA). 

While the decision of the FTT was, unusually, not published, the FTT refused permission, under section 83G(6), VATA, for three appeals to be brought out of time, applying the guidance given by the UT at [45]-[46] in Martland v HMRC [2018] UKUT 178 (TCC) and subsequently endorsed in HMRC v Katib [2019] UKUT 189 (TCC). That guidance provides that, when considering an application for a late appeal, the FTT could follow the following three-stage test applied by the civil courts:

1. Establish the length of the delay, and whether it was serious or significant.
2. Establish the reason(s) why the default occurred.
3. Evaluate “all the circumstances of the case”. This involves a balancing exercise that essentially assesses the merits of the reason(s) given for the delay and the prejudice that would be caused to both parties by granting or refusing permission. In undertaking that assessment, the FTT must take into account the factors set out at Rule 3.9 of the CPR, namely, the particular importance of the need for litigation to be conducted efficiently and at proportionate cost, and for statutory time limits to be respected. 

The UT decision

The taxpayers applied to the UT for permission to appeal the FTT's decision refusing them permission to appeal to that tribunal out of time. Before the UT, the taxpayers argued, amongst other things, that the decision in Martland was incorrect, as was the FTT's reliance on it when refusing them permission. In particular, the taxpayers contended that Martland had improperly embedded within the discretionary power contained in section 83G(6), VATA, the ex ante additional weight to be attached to the two factors set out at Rule 3.9 of the CPR. The taxpayers argued that as a result, the Martland approach obliged the FTT to attach greater weight to those two factors than might otherwise be the case, which was impermissible. 

While the UT was of the view that the three-stage structure of the discretion at [44] in Martland was "unimpeachable", the UT panel (Marcus Smith J and Judge Cannan) was unable to reach consensus on the question of whether the elevation of the factors in Rule 3.9 of the CPR was permitted as a matter of the statutory construction of section 83G(6), VATA. Instead, by way of casting vote, Marcus Smith J allowed the taxpayers' appeal on this point, finding that Martland had placed a fetter on the discretion of the FTT that was not justified by the terms of section 83G(6). In that regard, Marcus Smith J noted that the UT could not, by way of binding guidance, direct the FTT as to what weight to place on particular factors when it is considering, in all the circumstances, whether to extend time for appealing.

In contrast, Judge Cannan was not convinced that Martland (or Katib) was incorrect, and indicated that, as a matter of judicial comity, he would have dismissed the taxpayers' appeals on this issue. Further, he noted that Martland could be justified on the basis that Parliament, in giving discretion to the FTT in section 83G(6), anticipated and intended that the UT would provide binding guidance on the exercise of that discretion, in so far as such guidance was considered desirable.

Given HMRC’s consistently strict approach to late appeals, and its general resistance to them, it was perhaps inevitable that the UT’s decision would be appealed by HMRC to the CoA.  

The CoA judgment

The CoA unanimously allowed HMRC's appeal.

The CoA noted that the issue raised in the appeal was not whether the guidance in Martland was flawed, but rather, whether it was permissible for the UT to formulate guidelines for the exercise of the FTT's discretion to permit late appeals, attaching particular significance to certain factors. In considering that question, the CoA had no difficulty in concluding that the UT was entitled to give guidance to the FTT. The CoA considered several authorities, including R (Jones) v First-tier Tribunal [2013] UKSC 19, BPP Holdings Ltd v HMRC [2017] UKSC 55, and BPP Holdings Ltd v HMRC [2016] EWCA Civ 121, and noted that a number of important points emerged from these decisions, including:

1. The UT is entitled to give guidance to the FTT as to the proper approach to the lifting or imposing of sanctions for failure to comply with a time limit. On the face of it, that would include a failure to comply with a time limit for filing an appeal.
2. It is an important function of the UT to provide guidance so as to achieve consistency in the FTT.
3. Although the cases on time limits in the CPR do not apply directly, tribunals should generally follow a similar approach. The phrase “time limits” is not itself limited to any particular form of time limit.

The CoA then considered whether, as Marcus Smith J had found, the fact that the FTT's power was a discretion conferred by statute made a difference. In that regard, the CoA noted the tension between his view that, on the one hand, the guidance in Martland was appropriate, but on the other that the UT was not entitled to provide such guidance. Moreover, the CoA observed that in BPP, both the CoA and the Supreme Court approved guidance that did attach particular weight to the factors referred to in Rule 3.9 of the CPR, even though the relevant tribunal rules were silent on the matter.

Instead, the CoA considered that a useful analogy could be drawn with two cases concerning the statutory discretion given to magistrates to make awards of costs: R (Perinpanathan) v City of Westminster Magistrates’ Court [2010] EWCA Civ 40 and Competition and Market Authority v Flynn Pharma Ltd [2022] UKSC 14. The CoA noted that neither of those cases had been drawn to the attention of the UT, but both clearly stated that even where a statutory power was apparently unfettered, a superior court of record could lay down guidance, or even rules, which apply in the absence of special circumstances. 

The CoA next considered the taxpayers' argument that, while it was open to the UT to lay down guidance for the FTT in the exercise of its procedural powers under the tribunal rules, such guidance could not be used so as to inform the exercise of a substantive right to begin proceedings. Accordingly, the taxpayers asserted the UT was mistaken to equate an application for an extension of time to appeal, with a failure to comply with tribunal rules once a case had been commenced before the FTT. The CoA rejected this argument, noting the distinction the taxpayers sought to make was "extremely hard to follow" and that, amongst other things, the purpose (or at least one of the purposes) of section 83G, VATA, was to prescribe part of the procedure for appealing against a decision by HMRC and had little, if anything, to do with the substantive question of whether HMRC’s decision was in fact correct.

Finally, the CoA considered the issue of weighting, and the concern of Marcus Smith J that the Martland guidance attached significant weight to factors that were not expressly referred to in section 83G(6), without any change in the FTT rules. In rejecting that concern, the CoA noted that its decision in BPP made it clear that there would be a change of culture in the tax tribunals and that the approach in Denton v TH White Ltd [2014] EWCA Civ 906 (which gave guidance on the weighting to be attributed to the various factors listed in Rule 3.9 of the CPR), should be followed notwithstanding that the tribunal rules were silent on the weight to be attributed to the various factors to be considered. The CoA also rejected Marcus Smith J’s characterisation of the Martland guidance as amounting to a fetter on discretion as "overblown", noting that the guidance expressly recognises that there is a judicial discretion to be exercised.

Comment

The UT’s decision in Medpro generated a certain amount of optimism amongst taxpayers and practitioners that the FTT might be prepared to adopt a broader and more fact-sensitive approach when undertaking the Martland balancing exercise. In particular, it suggested there was greater scope for undertaking a more comprehensive evaluation of all relevant circumstances, such that the merits of a particular case would not be unduly obscured by the length of the delay in bringing an appeal, and with reduced emphasis on the importance traditionally attached to strict adherence to statutory time limits. Indeed, the UT’s decision guided the FTT towards a more nuanced assessment of fairness. 

However, that optimism has, at least for now, been firmly dashed. The CoA’s judgment makes clear that the orthodox approach remains firmly in place. In practice, subsequent decisions of the FTT, applying the guidance of the UT in Medpro, had already suggested that the practical impact of the UT’s decision would be limited and the hurdle facing a taxpayer seeking permission to appeal out of time remained high. The FTT's recent decision in Lands Luo Ltd v HMRC [2025] UKFTT 1207 (TC), affirmed the correctness of Martland, while decisions like Ian Smicle-Thompson v HMRC [2025] UKFTT 1063 (TC), demonstrate how difficult the test is to satisfy in anything other than truly exceptional cases. 

It is important to note that late appeals do not only arise through carelessness or indifference on the part of taxpayers. Taxpayers can, and do, find themselves out of time due to circumstances beyond their control, including ill-health or professional failings, and yet can still face an uphill struggle when seeking relief from the FTT. The advice to taxpayers and their advisers therefore remains unchanged: compliance with statutory appeal deadlines remains critical, and reliance on the FTT’s discretion is a poor substitute for timely action. 

So, to help employers navigate and prepare for the new regime, we're devoting our latest three-part mini-series to the topic of non-financial misconduct or "NFM".

In part two, host Ellie Gelder is joined by Kelly Thomson, Partner and ESG Strategy Lead, and Charlotte Reid, Senior Associate, who both work in our Employment, Engagement & Equality team. Together, they explain the nuts and bolts of the investigation itself, including:

• dos and don'ts when triaging a complaint of NFM;
• important questions to ask when planning and scoping an investigation, including who in the organisation should form part of the investigation team;
• the business case for delegating an investigation to an external investigator or law firm;
• common tricky issues, for example anonymous complaints, historic allegations, and whether to suspend the alleged wrongdoer;
• confidentiality and striking the right balance in respect of all parties;
• how to handle the overlap between employment and regulatory processes; and
• Kelly and Charlotte's key practical takeaways.

Listen to part 1 of this Work Couch mini-series: Non-financial misconduct, regulation and the law (Part 1): What’s on the horizon for 2026? and join us for the third concluding part in two weeks' time, when we will discuss practical steps to take after a formal investigation has concluded and how to create - and sustain - a "Speak Up" culture.

* Please note these podcasts will not run on Internet Explorer

We hope you enjoyed this episode. If you did, please subscribe to be notified when new episodes release. You can subscribe on Apple Podcasts and Spotify to stay up to date with the latest episodes.

All information is correct at the time of recording. The Work Couch is not a substitute for legal advice.

References

1. ACAS code of practice on disciplinary and grievance procedures

Key updates

From factory to shelf: CMA’s new green claims guidance

The CMA has released guidance for businesses on best practice when making green claims across the supply chain. The guidance, to be read alongside the Green Claims Code, contains 5 illustrative examples of different supply chain relationships indicating parties' respective responsibilities and who the CMA would likely enforce against. For example, where retailers stock third-party branded products, the CMA indicates it would most likely pursue the brand for any misleading green claims as it is originally responsible for the claim and is in a better position to remedy the issue. 

New EU era for environmental claims

EU member states are starting to implement new green claims rules under the  Empowering Consumers for the Green Transition Directive into national law. The directive bans certain egregious green claims outright and introduces stricter requirements around forward-looking green claims. Many EU members states, including Germany, France and Italy, have either passed or are currently negotiating draft national legislation to introduce these rules which must come into force by 27 September 2026.

Overhaul of B Corp certification

B Corp has launched a new certification model to strengthen credibility and address criticisms of greenwashing. The previous points-based system which enabled companies to offset poor performance in one area with strengths in another, is being replaced by minimum required standards across seven core impact areas, including climate action, human rights and fair labour. B Corp have also introduced independent verification with applications now being audited by accredited third party bodies. 

UK Sustainability Reporting Standards published

The UK government has published a new set of Sustainability Reporting Standards (UK SRS) introducing more detailed disclosures for companies' annual reports of their material sustainability-related financial risks and opportunities. The UK SRS are currently available for voluntary use however the Government will consult on changes to the Companies Act 2006 to make these disclosures mandatory for certain types of companies (details tbc). The FCA is currently consulting on changes to the UK Listing Rules to introduce the UK SRS for listed companies. The consultation closes on 20 March 2026.

ASA rulings

Lacoste, Nike and Superdry

The ASA has upheld complaints against Lacoste, Nike and Superdry for ads claiming that various lines of clothing were "sustainable". Despite the three retailers providing evidence to show they were taking steps to reduce their carbon footprint, or otherwise use recycled materials, the ASA ruled the ads' unqualified environmental claims were likely to mislead consumers without any information to verify them.

Kit & Kin

The ASA has ruled that Kit & Kin Ltd's website claiming its "eco" nappies and baby wipes were "sustainable", "made from sustainable plant-based materials" and "biodegradable" misled consumers about the products' environmental impact. According to the ASA, the claims were not properly substantiated across the full product lifecycle and did not include adequate information about any negative by-products of the biodegradation process.

Cheeky Panda

The ASA has ruled that Cheeky Panda Ltd breached the CAP Code by misleadingly advertising its bamboo nappies and baby wipes as "sustainable bamboo", "biodegradable" and "kinder to the planet ... protecting the planet". According to the ASA, Cheeky Panda had not provided sufficient evidence around the full life cycle of the products, the basis for the comparative claim "kinder to the planet" was unclear, and the ads contained no information about the biodegradation process for the nappies/ wipes or any by-products.

Sector updates

Consumer brands and retail 

Shein drops online net zero claims in Germany after greenwashing challenge

Shein has dropped its net-zero claims in Germany following a claim brought by the environmental campaign group, Deutsche Umwelthilfe, alleging that Shein's claim of reaching "net-zero greenhouse gas emissions" across its value chain by 2050 was not sufficiently substantiated and was undermined by Shein's 23% increase in greenhouse gas emissions since the previous year. This follows various regulatory fines against Shein for misleading green claims (see our previous update).

Financial services 

FCA publishes guidance around using sustainability labels

The FCA has published examples of good and poor practice for using labels under the UK Sustainability Disclosure Requirements (SDR) regime. The guidance covers all four labels (Focus, Improvers, Impact and Mixed Goals) and is intended to help firms draft pre-contractual disclosures that accurately reflect fund strategies and holdings and assist consumers in navigating more sustainable investment products.

In celebration of the 98th Academy Awards, our management liability experts explore directors' duties through the lens of Oscar‑winning films. With the benefit of some creative licence, we aim to bring the duties to life and distil key risk management tips designed to help boards, and those who insure them, strengthen governance, and evidence compliance in the face of regulatory and shareholder scrutiny.

In this, the first article in our series, we consider the s171 duty through the lens of The Godfather (1972).

Background

Twenty years ago, in the same year that "The Godfather" videogame was released, sections 171 to 177 of the Companies Act 2006 (CA) codified common law and equitable duties into seven core duties, usually called the general duties, which require directors to:

1. Act within their powers (s171)
2. Promote the success of the company (s172)
3. Exercise independent judgment (s173)
4. Exercise reasonable care, skill and diligence (s174)
5. Avoid conflicts of interest (s175)
6. Not to accept benefits from third parties (s176)
7. Declare their interest in proposed transactions or arrangements (s177)

In addition, directors have the creditor duty (aka the Sequana duty), requiring them to consider creditors' interests in certain circumstances, as well as certain other uncodified duties and those imposed by a wide variety of legislation such as insolvency, corporate reporting, environmental and health & safety. Directors owe these duties to the company in their position as fiduciaries and may also incur liability to the company, or to third parties, under contract or tort.

For those lacking a penchant for popular culture, the Oscars, formally known as the Academy Awards, are annual film awards presented by the Academy of Motion Picture Arts and Sciences to honour outstanding achievements in cinema.

The first duty: duty to act within powers (s171)

Section 171 requires a director to act in accordance with the company’s constitution (s171(a)) and to only exercise powers for the purposes for which they are conferred (s171(b)). Directors can breach s171(a) by failing to abide by the company's articles or special resolutions or by causing the company to make an unlawful distribution, for example. S171(b) does not set out how to ascertain a company's proper purpose, so common law principles apply. Case law makes it clear that this duty is aimed at preventing abuse of power, so is a subjective test. As such, even where the board has legal power (for example, to issue shares), using that power for an improper purpose (eg to dilute a particular shareholder or entrench control) can breach section 171(b).

In addition to acting outside the scope of the company's constitution, directors will be liable under s171 if they cause the company to do something beyond its powers or which it otherwise cannot lawfully do.

Common flashpoints that tend to generate claims include:

• Share issuances and buy‑backs.
• Use of board discretions under incentive plans.
• Delegations of authority and committee powers.
• Defensive measures in the face of takeovers or shareholder activism.

The film: The Godfather (1972)

Whilst recognising the film's depiction of criminal conduct and immoral practices, The Godfather can also be seen as a portrayal of institutional power, unwritten constitutions and the consequences of leaders treating powers as personal property. For D&O Insurers, if ever there was an example of needing to reserve rights in respect of a conduct exclusion, the Corleone's business practices may come to mind.

The Corleone family has its own constitutional framework, officeholders, powers and limits.  The constitutional framework includes traditions, rules and territory arrangements with other families and expectations about succession. Don Vito Corleone is the original chairman; his caporegimes as senior executives and consigliere Tom Hagen is something like a general counsel or company secretary. The Don can order deals, alliances and reprisals, but there are tacit limits, enforced by custom.

Several key plot points illustrate the requirements as set out in s171 of acting within one's powers. Michael, initially an outsider, gradually assumes control. As he consolidates power, the line between powers of the office and Michael’s personal agenda blurs. Decisions that should serve the family’s long‑term business interests become vehicles for settling personal scores. The infamous baptism sequence intercuts Michael’s assent to assassinations with his public acceptance of godparental responsibilities. He uses the full machinery of the organisation (resources, personnel, reputational capital) to achieve an essentially private aim: eliminating rivals and securing his personal dominance.

In company law terms, this is the archetype of an "improper purpose": using institutional powers to pursue personal objectives. Deals are done and broken without proper consultation with the other families; long‑standing understandings are ignored. The apparent short‑term success of these moves masks a legitimacy deficit that ultimately destabilises the entire structure.

Our top 5 risk management tips for directors to consider (and their insurers to keep in mind):

1. Schedule a regular constitutional audit to review the articles, shareholder agreements and delegations, and give directors a clear briefing on key powers, limits and consent requirements.

2. Build proper purpose into board templates by requiring board papers and minutes (especially around share capital and control) to spell out the statutory basis, primary purpose and business rationale for the decision.

3. Seek external advice when required by seeking external legal advice on higher‑risk actions such as defensive share issues, related‑party deals and control‑shifting restructurings.

4. Document your decision-making by preparing a statement of the purpose of each substantive exercise of powers.

5. Be clear about limits by preparing an internal guidance note on key duties and limits imposed by the company's constitution and keep this in an easily accessible place so that directors and officers, and anyone preparing briefings for the company, can refer to it. Make it a "living document" by assigning it an owner and scheduling regular reviews to avoid it falling out of date.

We would be delighted to discuss and queries or comments arising from this article. Please contact Matt Watson in the first instance.

On the fifth episode of Season 4 of our podcast, Money Covered – The Month That Was, Mel is joined by David Allinson to discuss the FCA’s proposed section 404 consumer redress scheme for vehicle finance.

To listen to this and all previous episodes, please click here.

Headline development

Generali and Zurich reach agreement over sale

On 9 March 2026, Generali announced that it had reached an agreement with Zurich Insurance Group AG to sell its property and casualty (P&C) business in Ireland.

The agreement involves the sale of the Irish and Northern Irish branches of Generali Spain, housed under the RedClick brand, to Zurich Insurance Europe AG and Zurich Insurance Company Ltd, UK Branch, for €337 million in cash. Generali Spain will retain an additional €51 million in excess capital that is currently allocated to the Group's Irish P&C businesses.

From Generali's perspective, the sale forms part of the Group's wider focus on core insurance markets where it already holds scale and a leading presence.

From Zurich's perspective, the purchase of the RedClick team and customers will cement Zurich as a top-three provider of life and non-life insurance in Ireland.

To read more, please click here.

Pensions

Pensions sector told to do more to protect against impersonation fraud

The Pensions Regulator (TPR) has warned more than 35,000 pension sector professionals on the risks posed by fraudsters seeking to impersonate savers. This warning following a sharp rise this year in reports of impersonation fraud affecting UK savers. This sharp rise follows a year-on-year rise over the last decade, with over £17million being lost to pension crime in 2024.

Trustees and pension administrators are being urged to:

• Review their identity and verification check policies and procedures. These procedures should include overseas verification where appropriate.
• Encourage members to strengthen their own online security; and
• Report any suspected fraudulent activity as soon as possible

To read more, please click here.

FCA regulatory developments for FCA regulated entities

FCA confirms it will finalise the VFM framework rules this year

The FCA has confirmed it will finalise its Value For Money (VFM) rules this year in order to give firms time to implement changes before the rules come into force in 2028.

The report 'Regulatory Priorities – Pensions' identifies four areas it will target over the next 12 months:

1. Ensuring well-run schemes that provide value for money to savers.
2. Encouraging effective support for consumers.
3. Supporting growth and innovation; and
4. Modernising pensions and long-term savings

In respect of VFM – a clear priority based on the report – the regulator confirms it expects firms to:

• Engage with the regulator as it finalises the VFM framework and rules permitting transfer of savers – the FCA encourages firms to provide feedback on the draft framework and get ready to implement by considering what it will need to provide accurate data.
• Work to ensure savers will not remain in poorly performing workplace schemes: firms should plan to address schemes unlikely to be providing value. The FCA notes asset reallocation or transfers may be required.
• Plan for introduction of scale test: Liaise with the FCA in relation to business changes or acquisitions, and consider the operational impact on the business.

The FCA have previously called on pension providers to engage with them in building the VFM rules, so as to support innovation in pensions investment and encourage appropriate risk controls be put in place.

To read more please click here.

Relevant case law updates

Court of Appeal confirms approach for penalty appeals

In the recent case of HMRC v Sintra Global Inc and another [2025] Civ 1661, the Court of Appeal (CofA) determined that, in circumstances where a taxpayer is challenging a penalty on the basis that the underlying tax liability was wrong, a separate legal burden rests on the taxpayer to prove it.

The background to this case involved Sintra Global Inc (Global), Sintra SA (SA) and Mr Parul Malde. HMRC argued that, between 2004 and 2014, Global, SA and Mr Malde had been involved in a process called 'inward diversion fraud', to fraudulently divert alcohol into the UK from the EU.

This subsequently led to HMRC imposing various decisions and penalties against Global, SA and Mr Malde. Some of these were appealed by Global, SA and Mr Malde before for the First Tier Tribunal (FTT) and the FTT allowed some of the appeals. HMRC then appealed to the Upper Tribunal (UT), which dismissed the appeals. HMRC then appealed to the CofA.

The key issue before the CofA, was whether, in circumstances whereby a taxpayer was seeking to challenge the penalty on the basis that underlying tax liability was wrong, the burden of proof fell on the taxpayer or HMRC.

The CofA concluded that, where a taxpayer wishes to contend that an underlying tax liability is wrong, a separate legal burden rests on the taxpayer to prove this. This is separate to the test whereby HMRC is required to establish the facts needed to justify imposing a penalty.

It is understood that the taxpayers are seeking permission to appeal to the Supreme Court.

To read the judgment, please click here.

To read RPC's blog, please click here.

If you have any queries please do get in contact with a member of the team below, or your usual RPC contact.

With thanks to this week's contributors:  James Parsons, Alison Thomas, Daniel Goh, Heather Buttifant, Ben Simmonds, Kerone Thomas,  Rebekah Bayliss

Tipping Point East, the UK’s first dedicated circular construction hub, has launched on a 20,000m² meanwhile-site (a piece of land/building temporarily utilised for a specific purpose while it awaits long-term redevelopment, etc.) in the Royal Docks, Newham. Backed by the Greater London Authority and Newham Council, the scheme aims to become Europe’s largest facility of its kind and to support the mayor of London’s zero-carbon by 2030 ambitions.

The hub brings together large-scale material recovery and storage, low‑carbon construction, skills training and community-focused cultural programming. It will pilot a new model for circular construction by salvaging, testing and redistributing materials such as structural timber and fittings, targeting the diversion of at least 950 tonnes of waste from landfill over five years.

As the first phase of a wider Circular Economy Village in Silvertown, Tipping Point East will operate as a live prototyping environment and education space, supporting greener construction of thousands of new homes and demonstrating how circular practices can create green jobs, reduce waste and embed climate resilience across the sector.

Read the full article here.

All construction products to be subject to safety requirements by 2027

The government has opened a further consultation on expanding existing safety requirements for construction products. The government intends to use powers under the Building Safety Act 2022.

Under the proposals, general safety requirements would be applied to all construction products, which are currently unregulated. Currently only products to which design standards apply are subject to regulation.

General safety requirements would also apply to importers, distributors, and fulfilment providers, who would be responsible for ensuring traceability of construction products through the retention of customer information.

Further reforms are detailed in the government's white paper on construction products reform, which can be found here.

To read more, please click here.

GSK HQ in London to undergo redevelopment

Hadley Property Group's proposal for a mixed-use scheme at the former GSQ HQ in Brentford has been approved, which will see the building transformed into more than 2,300 homes. It will also include commercial, community and education space.

The developer considers its approach to retrofit will save more than 34,500 tonnes of embodied carbon in construction phases. The development will comprise 22% affordable housing by habitable room and will include an NHS primary care facility.

The design team was led by Haworth Tompkins and Buro Happold covered MEP, sustainability, and services engineering (amongst several others in the wider project team).  

To read further, please click here.

Algorithm vs Architect: Planners Warn Over Reliance on Google's New AI Tool

The Ministry of Housing, Communities and Local Government has awarded Google Cloud a £6.9m contract to develop an AI tool to support planning officers. The system will initially focus on householder applications, aiming to cut average decision times from eight weeks to four and, in time, enable near‑instant decisions for straightforward cases. It will assist with administrative and analytical tasks and generate recommendations, rather than formally replacing human decision-making.

This project sits alongside other uses of AI in planning, including tools that generate objection letters for residents and council-led pilots such as the Cambridge and South Cambridgeshire model, which summarises thousands of consultation responses.

Planning professionals broadly welcome efficiency gains but warn of risks. Concerns include over-reliance on AI at the final decision stage, erosion of professional judgement, pressure to standardise local policies to fit rigid machine-readable rules, reduced creativity in design, and a possible shift towards more binary, zonal planning systems.

Find out more information here [May require subscription].

Women in construction powering solutions to the skills crisis 

Construction’s acute skills shortage and ambitious housing targets cannot be met while half the potential talent pool remains underused. Women account for only around 15% of the UK construction workforce and about 1% of onsite roles, with limited representation in senior positions. Persistent gender pay gaps, inconsistent flexible working, weak parental leave and poor return-to-work pathways all undermine attraction, progression and retention.

From April 2026, the government’s new Equality Action Plans offer a framework to tackle these issues. Employers with 250+ employees will be encouraged (and are expected to be required from April 2027) to publish targeted plans alongside gender pay gap reports. 

For construction, treating inclusion as core infrastructure is critical: safer, more flexible sites, stronger apprenticeships and visible female role models will be essential to closing gaps and securing the future workforce.

Find out more about Equality Action Plans here and how it applies to the Construction Industry here [May require subscription], and Construction News's view on the skills shortage in the construction and housing sectors here [May require subscription].

With thanks to Brendan Marrinan, Sharona Sexton and Courtney Reylin

Disclaimer: The information in this publication is for guidance purposes only and does not constitute legal advice.  We attempt to ensure that the content is current as at the date of publication, but we do not guarantee that it remains up to date.  You should seek legal or other professional advice before acting or relying on any of the content.

If you have any queries please do get in contact with a member of the team, or your usual RPC contact.

Hammers to gavels: West Ham United weighs up Supreme Court appeal 
West Ham United’s parent company, WH Holding Limited (WHH) is considering an appeal to the Supreme Court after being ordered to pay £3.6 million to its landlord, London Stadium LLP. The 99-year concession agreement between the parties includes an “anti-embarrassment” clause, entitling the stadium’s owners to a share of profits from certain share disposals. London Stadium says the clause was triggered when Czech investor Daniel Křetínský bought a 27% stake in the club in 2021. WHH initially agreed to pay £2.6 million, but disputes a further £3.6 million sum, tied to an £18 million call option premium paid as part of the transaction. An expert determination found in favour of London Stadium, but WHH appealed to the High Court, successfully arguing the decision was affected by a “manifest error” – that is, an error so obvious that it cannot be construed otherwise. However, the Court of Appeal has since overturned that judgment. The club’s announcement that it “has sought leave to appeal” means the dispute may ultimately be decided before the UK’s highest court.

Raducanu serves up brand switch with new £2.6 million-a-year Uniqlo deal
Tennis star Emma Raducanu has ended her long-standing partnership with Nike and signed a new clothing sponsorship deal with Japanese brand Uniqlo. The British number one has been sponsored by Nike since her teenage years, extending her contract after winning the US Open in 2021. Uniqlo teased the announcement on social media before confirming Raducanu on Instagram as its newest global brand ambassador. The company said she will represent its “LifeWear” philosophy, which focuses on “excellence”, and “making meaningful contributions to society”. Raducanu debuted her new Uniqlo kit at the 2026 BNP Paribas Open, currently underway in Indian Wells, California. The move mirrors Roger Federer’s high-profile switch from Nike to Uniqlo in 2017. Despite Raducanu’s departure, Nike’s portfolio of stars still includes men’s and women’s world number ones Carlos Alcaraz and Aryna Sabalenka.

From Relegation to Regulation: RFU vote for Prem Rugby overhaul
Automatic promotion and relegation between Premiership Rugby and the Championship has been abolished, following a vote by the Rugby Football Union (RFU) Council. Instead, entry to rugby’s top tier will be decided on a points-based system, with new franchises considered through an application process. A new Expansion Review Group will assess potential entrants, with the league aiming to expand from 10 to 12 teams by the 2029–30 season. Birmingham City owners Knighthead Capital are among those reportedly interested in purchasing a new franchise in Prem Rugby. The agreement brings English rugby closer to an NFL-style model, with individual franchises operating within a closed league. RFU CEO, Bill Sweeney, said that the reform “is about safeguarding the future”, giving clubs and investors greater financial certainty.

Lead climber found liable after Austrian mountaineering tragedy
An amateur mountaineer has been convicted of gross negligence manslaughter after an Austrian court found that he failed to call for help, following the death of his fellow climber and girlfriend on Großglockner, Austria’s highest peak. The mountaineer (identified only as ‘Thomas P’ in accordance with Austrian privacy laws) was found to have acted as a “Führer aus Gefälligkeit” – a “courtesy guide” – by planning the route and assuming responsibility for the ascent. Prosecutors argued that he ignored clear avalanche risks, failed to turn back when his climbing partner, ‘Kerstin G’, showed obvious signs of exhaustion, and proceeded without adequate equipment. The court accepted that his significantly greater experience created a special duty of care towards his partner and held him criminally liable for breaching it. However, the case remains open to appeal. While the “courtesy guide” concept has no direct equivalent in English law, the ruling is likely to concern visiting mountaineers and may have an effect on informal mentorship in the climbing community.

Ringside to Courtroom: Warren challenges Zuffa heavyweights in billion-dollar showdown 
Frank Warren, head of Queensberry Promotions and long-time promoter of Tyson Fury, is preparing for what could be the biggest fight of his career – in court rather than the ring. He is reportedly pursuing a potential $1 billion claim against Saudi state-backed events company Sela and US sports group TKO (owner of UFC and WWE). Queensberry says it agreed exclusive boxing services with Sela in September 2023 and separately granted TKO access to its online data. It alleges Sela and TKO then sidelined Queensberry, breaching both contracts, to form rival venture Zuffa Boxing. Zuffa, fronted by UFC chief Dana White and Saudi General Entertainment Authority chairman Turki Alalshikh, has already secured a major broadcast deal and a roster of fighters, and is aiming to disrupt boxing's status quo. A High Court showdown now looms – the outcome potentially reshaping who calls the shots in top tier boxing. 

Extra time...

…and finally, the rise of artificial intelligence is producing a surge of hyper realistic deepfake images and videos showing footballers in situations that never happened – from Kylian Mbappé on a ski holiday with a turtle, to fabricated transfer unveilings. The spread of this so-called “AI slop” online highlights how difficult it is becoming for users to identify fake content. Players and clubs have traditionally protected their brands through trade marks (notably, Cole Palmer registering “Cold Palmer” and his famous shivering celebration). However, English law does not offer the same protection for a person’s likeness, leaving few clear routes to challenge the most prevalent types of deepfaked content, unless reputational or financial damage can be proven. As AI tools become more accessible, and ways to produce deepfakes that are potentially damaging to the image of clubs and players alike increase, calls for clearer labelling of AI-generated media are likely to grow.

In May 2007, Mr Robert Glazer and Mrs Pratima Glazer ceased to be partners in Glazers Chartered Accountants (Glazers CA), a general partnership. The terms of Mr Glazer's exit from Glazers CA became a source of dispute with the other partners in Glazers CA.

Following arbitration concerning a non-compete clause in the partnership agreement relating to Glazers CA, Mr Glazer was permitted to acquire a licence to use the firm's client list for consideration of £555,271 (the Licence).

On 19 April 2007, Mr and Mrs Glazer incorporated Ripe Limited Liability Partnership (Ripe LLP) with themselves as the only members to operate the new accountancy business and on 24 April 2007 Ripe Limited (Ripe) was incorporated. Ripe is owned by Mr and Mrs Glazer, who are its only directors.

Mr Glazer transferred the Licence to Ripe and Ripe LLP paid Ripe a fee to use the client list.

Ripe recorded the Licence in its accounts as 'goodwill' and claimed annual amortisation deductions of £50,000, under the IFA regime (now in parts 8 and 9, CTA 2009).

HMRC contended that no IFA had been acquired and considered Ripe had been 'careless', for the purposes of the extended six year time limit. Accordingly, HMRC issued discovery assessments and closure notices to Ripe, disallowing the amortisation deductions for six different accounting periods. Ripe appealed to the FTT.

FTT's decision

The appeal was allowed.

In reaching its decision, the FTT found that the Licence was acquired by Ripe for continuing use in the course of its business and Ripe maintained necessary control over its expected future benefits – the licence therefore constituted an IFA and qualified for amortisation relief.

Although the Licence was not documented and was incorrectly described as 'goodwill' in the company's accounts, this did not alter the fact that it was, in substance, an IFA for corporation tax purposes. 

The FTT also found that no loss of corporation tax had been brought about by careless conduct by the company and therefore the extended six year time limit relied upon by HMRC did not apply (paragraph 46(2), Schedule 18, Finance Act 1998). Two of the four discovery assessments had been issued outside the four year time limit and were therefore invalid in any event (paragraph 46(1), Schedule 18, Finance Act 1998).

Comment

This decision provides a helpful reminder that the tax treatment of an asset will often depend on its substance rather than its form. The fact that the Licence was not documented and was incorrectly described as 'goodwill' in the accounts of the company was not determinative.

It would no doubt have saved a great deal of time and expense if the Licence had been carefully documented at the time it was granted, but the FTT was nevertheless satisfied that both the Licence and its assignment existed, based on the witness evidence relied upon by Ripe. 

Finally, although this decision is a helpful illustration of some of the basic principles applicable to the taxation of IFAs, it should be noted that the rules for taxing goodwill and customer-related IFAs have changed significantly since the events considered by the FTT in this case.

The decision can be viewed here.

With the Court of Appeal's judgment reserved, where have things been left for now?

• The conservative view on the first instance decision is that whilst paralegals may assist in the conduct of litigation, there are many activities which must be carried out by a qualified person in order to avoid the risk of criminal liability and costs challenges.

• The SRA has issued guidance on how to comply with the rules, and promised to "treat sympathetically self-reported incidences of genuine error based on mistaken interpretation of the law, prior to us publishing this page on 20 October 2025."

• CILEx has the power, granted by the LSB in November, to authorise chartered legal executives to carry on the conduct of litigation (without being required to seek authorisation for rights of audience at the same time).

• There are reports of extensive challenges in the County Courts, principally where costs recovery is sought on matters with heavy paralegal involvement.

In the meantime, a serial fare-dodger charged and convicted for travelling on over 100 journeys without a ticket attempted to overturn the conviction on the basis that a "lay prosecutor" had made the applications for summonses. The magistrate's court held that Mazur was irrelevant as the Criminal Procedure Rules has allowed for a non-qualified person to apply to issue a summons and further that Parliament never intended that a breach of the application procedures would "invalidate the proceedings".

…

Another case with seismic potential is the ongoing challenge led by Carter-Ruck to the SRA's power to require firms to produce client privileged documents in aid of its investigations. The regulator routinely exercises its statutory information gathering powers to compel firms to produce documents from matter files, but to date the question of how those powers apply to privileged information remains unsettled. The SRA has indicated that it is "seeking to have the proceedings expedited to avoid undue delay in resolving a point of law of public importance".

…

The SRA has responded to the government consultation on the proposed transfer of its AML supervisory role to the FCA. SRA Chief Executive Sarah Rapson told the Board that "I have discussed directly with the FCA leadership how we will work closely with the FCA to ensure a smooth, proportionate and effective transition when the new arrangements are implemented… We will continue to act as the competent authority under the Money Laundering Regulations until the transition to FCA supervision is complete."

In the meantime, we are not aware of the SRA taking any further steps to implement its unlimited fining powers for AML breaches under ECCTA 2023 following the government consultation. It may be that those proposals have been put on ice following the proposed transfer to the FCA.

…

Just as the SRA seeks to put the collapse of Axiom Ince behind it, another potential scandal has emerged in the form of PM Law, a group of consumer-facing firms which closed abruptly on 2 February. The SRA intervened two days later. Like Axiom Ince, PM Law had grown rapidly by acquiring other existing firms. The precise circumstances of the closure remain murky for now, although the SRA has announced that 'We are investigating a potential fraud, including the misappropriation of client money." The SRA is reported to have returned £9m to clients of the stricken firm, out of a mix of retained client money and the compensation fund.

The parallels with Axiom Ince will be deeply uncomfortable for the regulator, particularly should it transpire that opportunities were missed to identify the group's issues. The LSB has already asked the SRA to explain what it knew about the firm before its collapse.

On that front, Axiom Ince's primary layer insurers are reported to have issued proceedings against the SRA regarding its conduct in the run-up to the collapse. The SRA has in turn issued its own proceedings against Axiom Ince's insurers, asserting a subrogated claim on behalf of clients who made claims on the SRA Compensation Fund.

Looking forward, the SRA intends to take steps to improve how it uses information about firms to anticipate problems before they arise. The new measures announced by the regulator include "a new ‘law firm profiler’ giving our teams a single page view of key data for each of the 9,000 firms we regulate".

…

From one high profile law firm collapse to another, the LSB this week issued a formal public censure against the SRA concerning the regulator’s failure to protect consumers affected by the collapse of Sheffield-based law firm SSB Group Limited. The SRA has apologised, acknowledged the harm caused to SSB’s former clients and committed to a programme of reforms, including cultural change, improved risk assessment, strengthened evidence-gathering, and enhanced financial oversight of firms.

…

The SRA has issued a warning notice on the marketing of "no win, no fee" arrangements in the context of high-volume consumer claims. The notice has been released in the context of mounting scrutiny by the regulator of the high-volume consumer claims sector. The critical lens through which the regulator is honing in on the sector is demonstrated by the 83 open investigations into 72 consumer claims firms as of 31 December 2025. After the collapse of SSB law, the SRA have been concerned not only with the application of no win, no fee arrangements and the extent to which the risks are understood by clients but also inadequate uptake of appropriate ATE insurance to protect clients from the risk of adverse costs.

…

The SRA has been ordered to pay defence costs incurred in connection with its failed prosecution of a Carter-Ruck partner, which are estimated to exceed £1m. The SRA's Chief Executive has in the meantime indicated that it intends to appeal the SDT's summary dismissal of its case, "on the ground that the tribunal erred by reaching conclusions on issues of fact to justify the dismissal and such facts should have been tested in cross-examination at trial".

In the same report to the board, the SRA's Chief Executive indicated that the regulator is "reviewing" the scathing appeal judgment in its prosecution of Ashley Hurst.

In the meantime, the Anti-SLAPP Coalition (of over 120 editors, lawyers, academics, journalists and civil society representatives) has published an open letter to Kier Starmer calling for anti-SLAPP provisions to be included in the next King's speech, anticipated in May 2026. The coalition say that in the last 5 years SLAPPs have been used by "wealthy and powerful claimants" who have "misused the British justice system and the costs associated with participating in pre-trial and court proceedings to stifle protected speech and public participation". The letter calls for a "society-wide remedy". 

…

A City firm was cleared by an employment judge of claims brought by an applicant who, having unsuccessfully applied three times for a training contract at the firm, alleged discrimination and victimisation. Whilst the Employment Tribunal found that the firm had rational and plausible explanations for the adverse application decisions, the tribunal in postscript said that the firm "would do well to learn some important lessons from [the claims]" in view of evidence around the handling of the claimants applications. In particular, the tribunal referred to the tone of email correspondence from one of its team involved in the recruitment process as "at very best remarkably gauche and inept and we can well understand why the Claimant was offended to find herself apparently being encouraged to abandon her application…the messages did not amount to acts of harassment…an organisation genuinely passionate about inclusion and diversity would not normally be expected to countenance messages of that sort being sent in its name".

…

We have seen AML compliance and workplace misconduct as two of the highest risk areas for regulatory enforcement action for some time now, and that has been borne out over the last few weeks during which we have seen:

• A £68,000 fine for a firm which allowed almost $23 million to pass through its client account as part of agreed escrow services and general advice to a client in Russia in respect of a asset purchase for which the firm was not involved in. The SRA said that there was "no need for [the firm] to receive or make payments relating to that underlying transaction" and that its services amount to the providing a banking facility.

• A City firm was fined £18,000 for failing to prevent its staff from allowing its client account to be used as a banking facility. Unusually, the SRA appears not to have referred to its guidance on financial penalties in setting the level of the fine. "Although the firm was determined to be of greater means, it was not considered proportionate to impose a financial penalty at a higher rate. This was because the firm’s conduct was not deliberate or reckless in respect of its regulatory obligations."  

• The SRA imposed total fines of £75,836 on 7 further firms for breaches identified by its AML Proactive Supervision team.

• The SDT suspended a retired solicitor from practice for one year, having found that he failed to act with integrity in connection with sexually motivated comments at a firm Christmas party.

• Two further solicitors referred to the SDT for allegedly sexualised or sexually motivated conduct.

Other noteworthy recent decisions include:

• Striking-off orders in respect of solicitors who variously misled a lender as to the completion date for a property transaction; provided misleading information to a Family Court as to his location during a hearing; created a misleading attendance note concerning his attendance at a hearing; and provided a misleading CV to a recruitment agency.

• A striking off order, for a partner at a London law firm who made more than 80 unauthorised transfers across 3 years from the client account totalling almost £1.2 million. Most of the payments were transferred to other clients and third parties and the firm's business account but around £77,000 from six client matters were used to settle his personal tax bill.

• A rebuke for a solicitor who allowed the sum of £71,000 held on trust by the firm to remain in client account for a period of 16 years following the death of the trustees. Since being contacted by the SRA, the solicitor took steps to be appointed as trustee and liaise with the beneficiaries to distribute the funds.

…

A judgment of the Upper Tribunal identified two separate cases where solicitors had cited fake authorities. Both were referred to the SRA. Judge Fiona Lindsley also identified that one of the solicitors appeared to have uploaded client confidential information to a public AI tool, risking a breach of confidence. She noted that the problem had become so widespread that the claim form for judicial review has had to be amended to require lawyers to sign a statement of truth saying that cited authorities actually exist.

…

In a case involving an application for specific disclosure, the High Court considered the obligations of a firm to return a matter file to its client on request. The court referred to the well-known guidance issued by the Law Society in its Practice Note dated 26 July 2022, identifying that various documents (including internal communications, draft documents and working papers) would belong to the firm rather than its client.

Meanwhile, in proceedings under the Solicitors Act 1974, Costs Judge Nagalingam found a breach where a firm failed to disclose WhatsApp messages from the client file. The court held that any communications for which the client has been charged form part of the file and must be captured, saved and disclosed, including WhatsApp messages.

…

A network of female general counsel, The Eagle Club, has criticised the Law Society's whistle-blowing guidance for in-house lawyers for entrenching "longstanding bias against reporting" and urging the Law Society to withdraw the guidance. The guidance advises in-house lawyers contemplating whistleblowing to disclose "specific information with factual content" rather than "suspicions or unfounded allegations". The club say there remains a lack of adequate guidance from the SRA and that the Law Society's guidance fails to address the fundamental issue that in-house lawyers "cannot report wrongdoing without significant legal, professional and personal risk" leaving misconduct in corporations unaddressed.]]>{30F907AC-F166-4CF8-ABB3-C9B6EBB9DA92}https://www.rpclegal.com/thinking/consumer-brands-and-retail/digital-markets-human-consumers/Tue, 10 Mar 2026 09:46:00 ZConsumer Brands & RetailJeremiah ChewENFORCEMENT ON THE RISE

In the past few years, the Competition and Consumer Commission of Singapore (CCS) has taken an increasing amount of enforcement action against errant retailers for breaches of the Consumer Protection (Fair Trading) Act (CPFTA). From 2023 to 2025, the CCS reported 15 instances of enforcement action, as compared to 8 instances of enforcement action from 2020 to 2022.

The CCS has also showed that it is capable of using the full range of its enforcement powers in appropriate cases:

• In May 2025, the CCS obtained a three-month imprisonment sentence for contempt of court against a managing director whose businesses had engaged in unfair trade practices. The individual had failed to comply with earlier court orders that the CCS had obtained against him and his businesses. This was the first case in which the CCS had instituted contempt proceedings against an errant business and its manager for breaching court orders.

• In another landmark case in August 2025, the CCS obtained court orders against several immigration consultancy businesses that had engaged in unfair trade practices by misleading consumers that there was an urgent need to apply for Singapore Permanent Residency. These businesses were run by the same individual, who attempted to use new business entities to evade detection. The court ordered the individual and the businesses to cease the unfair practices and notify the CCS about any change to business structures or the individual's ownership of the businesses.

ENFORCEMENT TRENDS

The CCS's recent cases and publications have also provided an insight into its enforcement priorities, which include combating dark patterns in e-commerce and greenwashing.

Dark patterns in e-commerce

"Dark patterns" are deceptive techniques used by online platforms to trick users into doing certain things that they had not intended to do, such as purchasing additional products or signing up for subscriptions. The CCS has taken enforcement action against errant retailers for using dark patterns in several reported cases over the past year:

• In June 2025, the CCS raised concerns that an online travel agency had implemented certain design features on its website that could mislead consumers. These included presenting certain search results for accommodation as "Preferred" without disclosing that businesses had to pay more to the online travel agency for this ranking, and imposing a 5-minute countdown timer to complete accommodation booking which might pressure customers to quickly complete the booking.

• In July 2025, the CCS took action against an automotive detailing centre for publishing AI-generated fake reviews on an online car platform. The business had used their customers' information, including names, vehicle registration numbers and photographs, to post five-star reviews without their consent. This is an unfair trade practice, as it misleads consumers into thinking that the business' services are better than they actually are.

• In December 2025, two retailers were found to be using misleading website design features. The first retailer automatically added certain items into consumers' shopping carts without seeking their consent – colloquially known as "Sneak into Basket" – putting them at risk of purchasing unwanted products if they did not remove the items. The second retailer used problematic features such as fake countdown timers, misleading stock indicators, unsubstantiated shortage claims and inflated discounts to create a false sense of urgency when consumers made purchases.

In September 2025, the CCS also updated the Technical Reference 76 on Guidelines for electronic commerce transactions (TR 76). The TR 76 was first published in 2020, and provides e-commerce marketplaces and retailers with guidance on industry best practices for online transactions.

Updates to the TR 76 include:

• Enhancing consumer trust by providing guidance on fake reviews, misleading user interfaces, ensuring the accurate display of information in product listings, and making merchant terms and conditions more easily accessible by consumers.

• Promoting a competitive e-commerce market by providing guidance on fair dealings in e-marketplaces and e-retailers, facilitating the appropriate use of automated tools and artificial intelligence.

• Enhanced anti-scam measures, such as recommending e-commerce businesses to conduct due diligence on merchants to verify their identify, implement measures to protect customers upon detection of fraudulent activity, and facilitate investigations by the CCS.

GREENWASHING

Greenwashing refers to conduct that deceives or misleads consumers into believing that a supplier's practices or goods and services are more environmentally positive than they actually are.

Greenwashing has been on the CCS's radar for several years. In November 2023, the CCS conducted a study on greenwashing in online marketing which found that more than half of online product claims were vague with insufficient elaboration or details to support the claims. Certain websites were most likely to contain unsubstantiated environmental claims, in particular those relating to electronics and physical media, books and marketplaces.

In October 2025, the CCS published a guide on making claims relating to qualities, uses, or benefits associated with businesses and products (Quality-Related Claims). While the guide applies to all Quality-Related Claims, the CCS indicated that it was prompted to publish the guide by greenwashing concerns arising from its November 2023 market study, and the recent uptick in enforcement against misleading claims by businesses.

The CCS's guide sets out five key principles for businesses when making Quality-Related Claims. Such claims should be:

1. True and accurate;
2. Clear and easily understood;
3. Meaningful;
4. Accompanied by material information; and
5. Supportable by evidence

Recent enforcement action against greenwashing has been taken by other regulators which the CCS works closely with, such as the Advertising Standards Authority of Singapore (ASAS), which is the self-regulatory body of the advertising industry in Singapore. In December 2023, ASAS asked an electronics retailer to amend or remove an advertisement which claimed that using its air-conditioner model was the "best tip" to "save Earth", which ASAS considered to be misleading and in breach of the Singapore Code of Advertising Practice (Advertising Code). In January 2024, ASAS banned a "Green Friday" promotion by a budget airline which claimed that its "eco tickets" could "contribute to a greener future". ASAS found that these claims only applied to specific aircraft and engine combinations within the airline's fleet, and consumers could not be assured of realizing the claimed reductions in fuel consumption and emissions.

While the CCS itself has not published any reported cases concerning greenwashing, we expect to see a rise in enforcement action given the CCS's recent guidance on Quality-Related Claims. Businesses should therefore ensure that any claims about the quality of their products and services – in particular environmental claims – adhere to the five key principles set out in the CCS's guide.

Greenwashing enforcement also reflects the increasing convergence between consumer protection, ESG regulation and digital marketing practices in Singapore and globally. For more information about how these themes play out across various industries, please refer to our quarterly Green Claims round-up at this link.

With thanks to additional contributor Isabel Ang.

On 25 March 2024, the claimants’ solicitors posted multiple copies of the claim form to the King’s Bench Division by way of a special delivery letter with instructions to deduct the court fee from their PBA account. The letter was received and signed for on 26 March 2024.

However, since 1 July 2019, Practice Direction 51O had made CE‑File mandatory for legally represented parties starting claims in the Central Office of the King's Bench Division, the Court staff promptly returned the claim forms on 28 March, explaining that paper filing would not be accepted. For what the judgment records as 'reasons unknown', the solicitors did not receive that letter until 9 April and the claim was then issued via CE‑File on 9 April 2024.

The defendants sought summary judgment on the basis that the claims were out of time for limitation purposes.  The claimants resisted the applications on the basis that the claims were brought when the court received the claim form, or in the alternative, the Court should exercise its power to remedy any error of procedure pursuant to CPR r.3.10.  The Court granted summary judgment against the claimants.

The “all that could reasonably be expected” standard

The Court considered the leading authorities on when an action is “brought” for limitation purposes. Under CPR r.7.2(a) proceedings are started when a court issues a claim form, but CPR PD7A 6.1 modifies CPR r.7.2 in certain circumstances such that proceedings are brought when the claim form as issued was received in the court office. Then CPR r.7.12 provides that a practice direction may permit or require a claimant to start a claim by requesting the issue of a claim form electronically.  CPR PD51O provided for an electronic working pilot scheme to operate in the Central Office of the King's Bench Division in proceedings started after 1 January 2019 and CPR PD51O broadly provided that where a party is legally represented Electronic Working must be used by that party to start and/or continue any relevant claims or applications.

The general principle is that, for an action to be brought, a claimant must show they have done “at least all that could reasonably be expected of him in order to ensure that proceedings are issued within time” and "what is reasonable will depend on factors such as the requirements set by the rules and practice directions, whether the claimant is legally represented, and the content and timing of any communication he has had with the court with regards to issuing the claim" (paragraph 62).

In applying this to the facts, the Court emphasised that PD51O’s mandatory e‑filing requirement had been in place “for over five years. The Claimants’ solicitors should have been familiar with it. Plainly they were not.” In those circumstances, the claimants had not done all that could reasonably be expected (or all that was in their power) to start proceedings in time.

Paper filing did not “save” limitation

The claimants argued that they had “brought” the claim in time when the paper forms were received on 26 March 2024 and they relied on PD7A 6.1 (backdating to receipt of the claim form) arguing that the court staff should have issued the claim or scanned it themselves.

The court rejected these arguments and confirmed that PD7A 6.1 operates against the backdrop of the current procedural regime. PD51O requires represented parties to start claims via CE‑File and therefore, sending a paper claim form is simply not taking the “necessary step required to enable the proceedings to be started”. The analogy with litigants in person also fails because a litigant in person posting a claim form is carrying out what the rules allow, and so it is open to them to rely on PD7A 6.1; a represented party doing the same is ignoring a mandatory requirement and acting unreasonably.

No CPR 3.10 safety net for pre‑issue errors

The claimants also argued CPR r.3.10 and PD51O 5.3 as a way to “remedy” their failure and treat the claim as brought in time. The court held that CPR r.3.10 “can provide no remedy unless there are proceedings extant at the time of the procedural error. There were no proceedings in existence at the time that the Claimants failed to comply, so it cannot apply” (Para 68)); and that it cannot abrogate the limitation period contained in primary legislation.

This judgment provides a good example of the importance of complying with the CPR and court procedures and always ensuring that claims are issued well before the limitation deadlines Ignorance cannot be excused and errors are left at the feet of the solicitors, not the court.

The hope is that initiatives such as the introduction of targeted support and reforms to product information will give consumers the confidence to invest. It's therefore understandable that one of the FCA's key consumer investment priorities for the next year is building a stronger investment culture, which they note firms can do by communicating clearly and honestly, and fully explaining risks and rewards (and, of course, explaining fees and charges). 

Further priorities include strengthening trust (to be done by ensuring strong governance, robust risk systems and paying redress where due) and securing good consumer outcomes (via monitoring, fair pricing and timely support). The FCA also mentions strengthening financial crime controls.  

The FCA goes on to discuss what they've been doing in the market in 2025, with highlights including the introduction of targeted support (which will take effect from April this year). The FCA notes that "a large number of firms [are] using our pre-application support service." This doesn’t quite tally with a recent article from the FT Advisor which states that only 19 firms were using this as of early January, although it Is of course possible that there's been an uptick since then. 

The FCA also notes its work in combatting fraud and taking action on unlawful financial promotions. 

Some other areas of focus for 2026 include increasing operational and financial resilience across the sector, the review of the SMCR and the eagerly anticipated publication of a final policy statement on the new cryptoasset regime.  

In closing, the FCA notes that its intention is that there will be less attention on firms doing the right thing and stronger action where harm is greatest. Again, a laudable aim. 

In summary, whilst the stated priorities may boost consumer confidence, it's hard to see how this will encourage firms to actively seek to close the advice gap, particularly for consumers looking to invest smaller amounts; the FCA's hope seems to be that targeted support will be offered free at the point of use (having previously noted that respondents to their consultation on targeted support had agreed that uptake would be limited if this wasn’t the case). The key question is whether firms are actually likely to offer this service when they could ultimately be at risk of claims for little (if any) reward. It therefore remains to be seen whether the priorities and actions set out for 2026 will support growth (as intended).

Alongside the White Paper for Construction Products Reform, a consultation has been launched for the scope of the proposed General Safety Requirement (GSR) for all construction products, as part of the proposed overhaul of construction product safety more generally. The GSR is the proposed second route for products to meet requirements, with the other being where designated standards apply. 

The GSR in general terms is proposed to be a requirement for a manufacturer to assess the safety risks connected to the intended use and the normal or reasonably foreseeable conditions of use and take proportionate action to control such risks. The Consultation sets out key proposals including: mandatory risk assessments, product information requirements, labelling, record keeping, storage and transportation, obligations on importers and distributors and monitoring of safety issues. 

The consultation is open until 20 May 2026 and can be found here.

Manifest error for expert determination clarified – WH Holding Ltd v London Stadium LLP (formerly E20 Stadium LLP) [2026 EWCA Civ 153

An appeal against the High Court's judgement, setting aside an expert's determination, was allowed by the Court of Appeal. The expert’s determination was valid and binding on the parties. Summarised, the test is "[a]bsent contractual terms which provide differently when interpreted in context, an error will be manifest if, after investigation limited in time and extent, it is so obvious (and obviously capable of affecting the determination) as to admit of no difference of opinion" (para 45). There was no restriction in the authorities as to the judge's reasoning process, however the Court of Appeal noted that the test did invite a 2-stage approach, firstly has there been an error and secondly was it so obvious as to admit no difference of opinion. 

The Court of Appeal also rejected the argument that the limited investigation allowed adversarial argument to be shut out or restricted. That is, if the expert's determination is challenged in court, the court will need to review competing statements of case and evidence, as well as the parties being able to make submissions. 

The judgment can be found here. 

Doubts cast over delivery of two Grenfell Inquiry reforms

Government documents released on 26 February 2026 have cast doubt on the deliverability of two key Grenfell Tower Inquiry phase two recommendations previously accepted by ministers. A rapid review by the government’s Open Innovation Team questioned the practicality of creating a new construction library containing product data, fire reports and academic research. While experts agreed such a library could improve building safety and reduce costs, they highlighted major obstacles, including fragmented data, lack of standardisation, multiple existing repositories and legal and commercial sensitivities around sharing information. Despite these concerns, the government maintains it will support development of a digital construction library with the industry. Separately, the government’s first annual progress report signalled potential retreat from a proposed legal requirement for senior managers at principal designer firms to certify that all reasonable steps have been taken to ensure the safety of higher-risk buildings, saying it is exploring alternative mechanisms to secure senior-level accountability.

Read the full article here.

Bournemouth stadium redevelopment to start in the summer

AFC Bournemouth’s £85m redevelopment of the Vitality Stadium, approved in principle by Bournemouth, Christchurch and Poole Council in January, is due to begin this summer, with preparatory enabling works already under way. The project will almost double capacity from 11,286 to about 20,000, although it remains subject to further planning permissions. Initial off season works (June - August 2026) includes demolition of the existing South Stand, construction of a new 3,000 seat lower tier, a new ticket office, internal refurbishments to the East and West stands with three new hospitality areas and upgraded media/broadcast facilities. This first phase will add more than 1,500 seats for the 2026/27 season, and a South Stand upper tier, further corner, and stand extensions to the North and East in 2027 will complete the expansion. This development marks the largest redevelopment in the ground’s history.

Read the full article here.

Fire safety warning issued over zero-compression cavity barriers

The Masonry Association of Great Britain’s (MAGB) Technical Committee has warned that cavity fire barriers must be assessed for performance over the whole life of a building, not just at laboratory test stage. In its first technical note, TN-01/26, it raises concerns about zero-compression cavity barriers, which may pass controlled fire tests but depend on “perfect geometry” that does not reflect real building behaviour. Over time, structural frame shortening, thermal expansion and construction tolerances can all widen cavities. Gaps as small as a few millimetres may allow flames and hot gases to bypass barriers, with failures hidden from view and not detectable through routine inspection, creating serious life-safety, liability and reputational risks. MAGB therefore recommends cavity barriers with positive compression, specifying a nominal minimum preload of 5mm (or more if supported by testing), to maintain continuous contact and integrity as buildings move during their service life. 

Read the full article here.

RIBA enshrines abolition of ARB in official strategy

RIBA has set out a reform strategy, Towards Tomorrow’s Architecture, making the repeal of the Architects Act 1997 and abolition of the Architects Registration Board (ARB) a primary objective. It argues that scrapping the Act would further its 'campaign on competence' pushing for the introduction of reserved activities for competent professionals. Other priorities include reforming architectural education with a five year route to becoming an architect. Measures will include publishing fee guidance for clients, developing a Master of Business Administration in Architecture, and improving public and private procurement processes. RIBA frames the package as necessary modernisation of professional regulation and practice. 

Read the full article here.

With thanks to Richard Tosh, Emrys Moore and Jessica Hill

Disclaimer: The information in this publication is for guidance purposes only and does not constitute legal advice.  We attempt to ensure that the content is current as at the date of publication, but we do not guarantee that it remains up to date.  You should seek legal or other professional advice before acting or relying on any of the content.

If you have any queries please do get in contact with a member of the team, or your usual RPC contact.

To listen to this and all previous episodes, please click here. 

Headline development

Spring Statement 2026 – Key Takeaways

Chancellor Rachel Reeves delivered her Spring Statement on 3 March 2026. Whilst it contained relatively few new policy announcements, the Office for Budget Responsibility (OBR) used the update to revise a number of its economic forecasts.

The OBR now expects UK growth of 1.1% this year, down from the 1.4% forecast at the time of the Autumn Budget. The downgrade reflects signs of a softening labour market and weaker business activity.

Looking further ahead, the outlook is slightly stronger. The OBR expects growth to average around 1.6% a year from 2027, with forecasts of 1.6% in 2028 and 1.5% in both 2029 and 2030. Fiscal headroom is also expected to improve modestly, increasing from £21.7bn to £23.6bn by 2029–30 under the Government’s stability rule.

The OBR also highlighted geopolitical developments as a key risk to the outlook. In particular, conflict in the Middle East could affect global energy markets and place renewed pressure on inflation and growth.

On defence spending, the OBR said the Government’s commitment to spend 3.5% of GDP on defence would require national security expenditure to rise from 2.4% in 2025-26 to 3% by 2030-31. The OBR also estimated that the additional 1.1 percentage points of spending referenced for 2034-35 would cost close to £40bn in 2025-26 prices.

Changes to the inheritance tax (IHT) regime announced since the October 2024 Budget are also expected to have a notable impact. According to the OBR, these changes could account for around 14% of total IHT revenue by the end of the 2030–31 financial year. This includes bringing inherited pension pots within the scope of IHT from April 2027, alongside changes to agricultural and business property reliefs.

The OBR also expects unemployment to increase in the near term, reaching around 5.3% in 2026, before falling back to around 4.1% by 2030.

Market reaction to the Statement itself appeared fairly muted, with little movement from pre-Statement levels. Bond yields rose during the morning and equity markets fell, reflecting concerns that higher energy prices could feed through into inflation.

To read more, please click here.

Accountants

Office for Professional Body Anti-Money Laundering Supervision publishes report on AML

On 3 March 2026, the Office for Professional Body Anti-Money Laundering Supervision (OPBAS) published its review of the Professional Body Supervisors (PBSs) responsible for preventing financial crime in the legal and accountancy sectors (the "Review").

The Review found that professional services firms are more effective than they have ever been since 2018, and that of the 25 PBSs that OPBAS oversees, it found that PBSs generally demonstrate good levels of compliance.

However, concerns remain over OPBAS' ability when it comes to the use of enforcement as a deterrent against firms falling short of the expected standards. Concerns were also raised for some PBSs where their dual role as both a membership organisation and a supervisor can hinder effective action.

OPBAS also found that law firms were being fined up to six times more than accountancy firms for AML breaches.

Whilst the figures cover the 2023/24 period, they provide an interesting insight into how the professional services sector is regulated. With the FCA due to take the role as a single regulator for AML, this is likely to be one of the final reports published by OPBAS.

To read a copy of OPBAS' report, please click here.

Insolvency Practitioners

Insolvency Service publishes 2025 Individual Voluntary Arrangements statistics

The Insolvency Service has released its 2025 statistics on Individual Voluntary Arrangements (IVAs) outcomes and providers in England and Wales. 

The statistics show that 71,855 IVAs were registered in 2025, which represents a 7% increase from 2024. IVAs accounted for 57% of all individual insolvencies - showing a steady decline when compared to 62% in 2023 and 70% in 2022. At the same time as the decrease in IVAs, the volume of debt relief orders (DROs) has increased in proportion. This shows that individual insolvency management trends are shifting towards the short term, with DROs being in place for 12 months.

The failure rate of IVAs has also remained steady, with 1 in 17 (just over 6%) of the IVAs registered in 2024 failing within the first year of the IVA being in place. The failure of IVAs, meaning that the debtor has failed to keep to the terms imposed, is a difficult statistic to establish following the Covid-19 pandemic and the support measures in place at that time. However, overall, the IVA failure rate for agreements in place from 2021, appears to be increasing for one-, two- and three-year agreements. 

To read more, please click here.

Pensions

Pensions Regulator releases analysis of defined contribution market

On March 5 2026, the Pensions Regulator (TPR) released its analysis of the occupational defined contribution (DC) market. 

The analysis has revealed that more than 13 million members are in defined contribution schemes that offer drawdown and 86% of the largest schemes offer at least one retirement income option. Joey Patel, TPR's Director of Policy, has heralded this shift towards the inclusion of in-scheme retirement options as "just the start". 

However, the TPR's analysis has identified that the smaller end of the market is lagging behind with only 46% of small schemes offering any decumulation products. Significantly, the report identified that over two fifths of all schemes offer their members no decumulation products at all. 

The TPR has highlighted this issue; noting that "too many members in smaller schemes are left without support when they reach retirement. This is not good enough." 

To remedy this market gap, the TPR has urged that small schemes must either act or consolidate in order to promote savers' interests. 

To read more, please click here.

Regulatory developments for FCA regulated entities

Regulator begins accepting applications for permission to provide targeted support

On 2 March 2026, the Financial Conduct Authority (FCA) began to accept applications for permission for firms to provide targeted support. 

In a previous policy statement dated 11 December 2025, the FCA identified that consumers were getting insufficient advice on investment decisions, creating what the FCA termed as an "advice gap". 

The targeted support scheme is designed to address firms' reluctance to provide advice or guidance due to the ambiguous distinction between what constitutes investment advice (a regulated activity) and guidance (an unregulated activity). There were also concerns that the framework governing investment advice was particularly onerous and the operational burden of complying with obligations under this framework vastly outweighed any benefit gained by providing guidance to consumers. 

The targeted support scheme provides regulated firms with a four-step process that enables guidance to be provided to consumers without having to comply with the obligations under the FCA rules in COB9 and 9A. 

These four steps are: 

(i) Pre-define the circumstances in which targeted support will be provided. 

(ii) Pre-define the consumer group to be supported. 

(iii) Pre-define the guidance that will be provided to that consumer group; and 

(iv) deliver the pre-defined guidance to a consumer who falls within the scope of the pre-defined consumer group. 

For the full set of rules, please click here.  

Financial Conduct Authority releases second Regulatory Priorities Report

On 4 March 2026, the Financial Conduct Authority (FCA) published its Regulatory Priorities Report for the consumer investment sector. 

This report is the second of nine Regulatory Priorities reports that are designed to replace its portfolio letters. Each report sets out the FCA's areas of focus for that sector. 

In relation to the consumer investment sector, the FCA is prioritising building a strong investment culture, strengthening trust, securing good consumer outcomes and strengthening financial crime controls. 

To build a strong investment culture, the FCA is aiming to streamline its investment advice rules and guidance through its Advice Guidance Boundary Review. It is also planning to implement the Consumer Composite Investments (CCI) framework which will aim to support retail investors as they navigate their investment choices. The CCI framework will provide a sole framework, and is an attempt by the FCA to provide a more flexible and outcomes-focused approach to product disclosure compared to the previous regime under UCITS KIID and PRIIPs. 

To read more, please click here.  

Financial Conduct Authority finds good and poor practice by asset managers under greenwashing regime

On Friday, the Financial Conduct Authority (FCA) confirmed that it had found good and poor practice by asset managers using labels under the Sustainability Disclosure Requirements (SDR) regime, which came into force in July 2024. 

The regime seeks to help consumers navigate the market and combat greenwashing, but the regulator noted "it hasn’t always been clear whether or how firms meet the labelling requirements, or whether disclosures accurately reflect what the fund invests in."

Asset managers can select one of four labels for qualifying investment products under the regime: sustainability focus, sustainability improvers, sustainability impact, and sustainability mixed goals. The FCA noted that although firms have become more familiar with requirements, their sustainability objectives were not always clear and some funds held conflicting investments (having invested in companies that are inconsistent with the fund's sustainability objective). 

To read the FCA's publication, please click here. 

Guidance released on good and poor practice under the Sustainable Disclosure Requirements regime

Following on from the above, on 27 February 2026, the Financial Conduct Authority (FCA) released guidance on good practice and poor practice for firms wanting to apply a sustainability label under the Sustainable Disclosure Requirements (SDR) regime.

SDR labels were introduced to improve transparency and assist consumers with their investment decisions in the sustainable fund market. 

The FCA has stated that good disclosures are "clear, concise and easy to read and understand." Firms should consider the overall impression that a disclosure provides, including its visuals. 

Good disclosures should also disclose relevant information regarding the fund, and accurately reflect what the product invests in. In order to determine whether the requirements are compiled with, the FCA will require a model portfolio as part of its authorisations process. 

To read more, please click here.  

Regulator submits request for information from interest platforms

The Financial Conduct Authority (FCA) has raised a request for information on the interest platforms are holding relating to cash, along with information on transfers out and outsourcing to third parties. 

The request is the latest in a series of requests, the last of which saw the FCA request that advice firms provide information about their businesses and client propositions last summer. 

The FCA has not conducted a market study of advisor platforms since 2019. There is speculation that these requests may be the start of another inquiry into the industry. 

To read more, please click here.  

Financial Conduct Authority to ask some firms to take remedial actions regarding ongoing advice

The FCA confirmed, in its paper setting out Regulatory Priorities in Consumer Investments, published on 4 March 2026, that it will be asking a small number of firms to take remedial actions following the February 2025 review on ongoing advice.  The ongoing advice review sought feedback from 22 firms who provide ongoing advice services.  The review found that, whilst the vast majority of firms providing those services, at the very least, contacted clients who'd signed up for the services to offer to carry out a review of their ongoing suitability advice, less than 2% did not even attempt to conduct an ongoing advice review.  

The FCA confirmed in February 2025 that this would need to be 'put right', and it seems that they now intend to follow up on this.

To read the Regulatory Priorities: Consumer Investments paper, click here.

Financial Conduct Authority to update on MPS review later this year 

The Financial Conduct Authority (FCA) said it will provide an update later this year on its review of model portfolio service (MPS) providers.

The review, which looks at how firms are applying the Consumer Duty, was referenced in the regulator’s Regulatory Priorities for 2026, published on 4 March 2026.

In February last year, the FCA announced it would begin a multi-firm review of MPS providers to examine how firms are applying the Consumer Duty and whether customers are receiving good outcomes. Since that announcement, the regulator has said little publicly about the progress of the work.

In its priorities document, the FCA confirmed it will continue progressing the review of MPS firms to assess whether consumers are receiving good outcomes, with further updates expected later this year.

The regulator did not provide further detail on the scope of the review. However, it is understood that much of the work so far has involved engagement with firms to help ensure the review focuses on the right areas.

The Consumer Duty, introduced in July 2023, requires firms to demonstrate that they are delivering good outcomes for customers.

To read more, please click here.

Implementation period announced for motor finance compensation scheme

On 4 March 2026, the Financial Conduct Authority (FCA) announced that they will include an implementation period for the highly anticipated motor finance compensation scheme under s.404 of FSMA. 

The final rules are expected to be published in late March. The implementation period will then run for a minimum period of 3 months, but it may be extended up until 5 months for older agreements. 

The latest guidance from the FCA is that individuals who were not fully informed about the commission involved in their motor finance deal should complain now in order to get compensation sooner. Individuals who complain before the scheme starts will not be asked to opt out. Rather, within 3 months of the implementation period, their lender should tell them whether compensation is owed. 

To read more, please click here.  

Relevant case law development

Claim issued within limitation period considered time-barred

On 18 February 2026, the High Court granted summary judgment to Quality Part X Limited and Ravensale Limited (the Defendants) on the basis that the Claimants' negligence and nuisance claims were time-barred under section 2 of the Limitation Act 1980 (the "Act"). 

The Claimant had sought damages for possessions that had been destroyed by a fire that had originated in a commercial unit that was occupied by the First Defendant and owned by the Second Defendant. 

The key issue before the Court was whether the Claimants' solicitors had failed to issue proceedings within the six-year limitation period. They had sent claim forms by post to the Court within the limitation period. However, they had failed to comply with CPR Practice Direction 51O which mandated electronic filing for legally represented parties. 

It was held that the filing by post had failed to meet the test outlined in section 2 of the Act as the mandatory electronic filing requirement had been in place for over five years and the Claimant's solicitors should have been familiar with it. 

The Court rejected submissions that (i) the Claimant could rely on CPR Practice Direction 7A paragraph 6.1 on the basis that it did not apply where mandatory procedural requirements were not followed, and (ii) that CPR 3.10 could remedy the error. 

To read more, please click here.  

With thanks to this week's contributors: James Parsons, Alison Thomas, Daniel Goh, Heather Buttifant, Ben Simmonds, Kerone Thomas, Rebekah Bayliss

If you have any queries please do get in contact with a member of the team below, or your usual RPC contact.

In The Secretary of State for Business and Trade v Pal [2026] EWHC 262 (Ch), a director and shareholder was disqualified for 11 years and forced to repay Covid-era financial support, after breaching the conditions under which the support had been provided.

Background

Sehar Pal (the Defendant) was the sole shareholder and director of 7Speed Ltd (the Company), a company incorporated in May 2018. The Company’s stated business was the sale of used cars and motor parts.

Following the Covid pandemic, the Bounce Back Loan (BBL) Scheme was introduced in May 2020. It allowed loans of up to £50,000, or 25% of a company’s actual 2019 turnover, whichever was lower. Only companies established after 1 January 2019 could use estimated turnover. On 10 May 2020, the Defendant completed an online BBL application on behalf of the Company with Santander. The Defendant entered “2019 company turnover” of £220,000 on the application and requested £50,000. The application process stated that funds must be used wholly for business purposes and to provide economic benefit to the business.

The BBL agreement was signed on 11 May 2020 and £50,000 was paid into the Company’s account on 12 May 2020. Between 12 May and 18 June 2020, £49,997.50 was transferred out, with approximately half of this amount being transferred directly to the Defendant, with the rest being transferred to other companies and individuals.

No repayments were made by the Company when the loan became due from June 2021. The Company was dissolved on 27 July 2021 and Santander, under the government guarantee, was paid £50,843.21. Santander then made a complaint to the Insolvency Service, in respect of the BBL to the Company.

Decision

The court made a disqualification order against the Defendant for 11 years under section 6 of the Company Directors Disqualification Act 1986 (CDDA) and made a compensation order under section 15A of the CDDA for £50,000 plus interest at 2.5% from 21 June 2021, for the benefit of Santander.

It was found that the Company’s actual 2019 turnover was nil or close to zero, based on the dormant accounts and bank statements, and that the Defendant's declaration of £220,000 was knowingly false or at least reckless. The Defendant had understood the BBL rules and the significance of the turnover figure. The judge also found that £49,997 of the loan was used for purposes other than the Company's business and not for its economic benefit. The Judge noted that the Defendant's lack of supporting documentation was “conspicuous by its absence”. The Defendant's actions were held to be serious misconduct and falling below the ordinary standards of commercial morality, thereby demonstrating unfitness to act as a director.

Key takeaways

The number of enforcement actions taken by the Insolvency Service remain high, with many being a legacy of abuses of the Covid financial support scheme. The Government launched a voluntary repayment scheme from September 2025 to December 2025 for any improper claims made for financial support during the Covid pandemic. HMRC and other government bodies are now expected to intensify scrutiny and enforcement efforts across all Covid-related support schemes. All businesses and individuals should ensure they have adequate documentation to evidence that any financial support received was used in accordance with the conditions that the support was provided.

To read more, please click here.

Nonprofit organisations facing an increasing D&O risk exposure

According to recent reports, nonprofit organisations are facing rising D&O exposure. The D&O liability risk landscape for nonprofit organisations is increasingly resembling those currently faced by private and public companies.

Economic uncertainty, heightened regulatory scrutiny, and escalating employment and cyber claims are all contributing to the risks facing nonprofit boards and is reshaping nonprofit D&O risk.

Economic uncertainty (in particular, inflation, higher borrowing costs, and tighter public funding) is the dominant force behind the rising nonprofit D&O exposure. Nonprofits often rely heavily on a single revenue stream, such as donor contributions and government grants. The risk at board level can increase if these revenue streams dry up, and the increasing complexity of government funding, with differing compliance requirements for national and local requirements, is also adding to board-level risk. Mistakes in respect of fundraising compliance can quickly escalate into regulatory actions or reputational harm, both being common triggers for D&O claims.

There has also been a notable rise in employment practices liability (EPL) claims. This is often attributed to nonprofits having tight budgets, which can lead to limited staffing and therefore overworking. Unsurprisingly, cyber exposure is also emerging as a significant management liability risk for nonprofits, with many nonprofits lacking the resources to invest in adequate cyber protection or employee training, which increases their vulnerability.

Key takeaways

Directors and officers of nonprofits should ensure they stay on top of the emerging risks facing the nonprofit sector. Dedicated policies for key risk areas should be introduced in order to help mitigate those risks, as well as training for relevant employees.

To read more, please click here.

Disciplinary policies can be contractually binding: Dr MN v NHS Foundation Trust L

The Court of Appeal has confirmed that provisions in workplace disciplinary policies can have contractual effect and be legally enforceable where their wording and context justify it. The decision in Dr MN v NHS Foundation Trust L [2026] serves as a cautionary reminder to employers – particularly in the NHS and wider public sector – that they must follow their own procedures carefully.

Background

Dr MN is a consultant employed by an NHS Foundation Trust. The Trust commenced an internal investigation into his professional conduct after a parent of a child connected to the Lucy Letby alleged that he had breached patient confidentiality.

Under the Trust's disciplinary policy – which was aligned with the national framework of Maintaining High Professional Standards in the Modern NHS (MHPS), the Trust's Medical Director was stated to act as 'Case Manager' in any investigations that involved a consultant.

Despite this, the Trust appointed a different senior manager (Director of Corporate Affairs) to act as Case Manager. Dr MN argued that this breached his contract of employment and that the disciplinary formed part of his contractual terms.

High Court Decision

The High Court agreed with Dr MN and held that the Trust was in breach of contract. It found that:

• The relevant provision of the Trust's disciplinary policy was incorporated into Dr MN's contract.
• The policy imposed a binding obligation on the Medical Director to act as Case Manager on cases involving a consultant.
• Delegation of that role was not permitted, save in exceptional circumstances.

The court also awarded Dr MN his costs in full.

Appeal

The Trust appealed, arguing that:

• The provision in the policy was not contractually binding
• Even if it was incorporated into Dr MN's contract, that it did not impose any mandatory requirement that only the Medical Director could act as Case Manager; and
• Separately, the High Court had made an incorrect decision in relation to costs.

Court of Appeal Decision

The Court of Appeal dismissed the appeal and upheld the High Court's findings.

It confirmed that provisions in workplace disciplinary policies can have contractual effect, depending in their wording and context. It was held that:

• The clause was sufficiently, clear, precise, important and closely linked to the employment relationship that it was incorporated as a term.
• The language used in the policy mandated the Medical Director to act as Case Manager by use of the phrase 'will act', which showed there was no discretion in the matter. Separately, the policy specifically mentioned scenarios where delegation was possible, which did not apply here.
• Dr MN's breach of contract claim succeeded.
• There was no error in the High Court's decision in relation to costs.

Key Points

This decision has wider implications beyond the NHS. It highlights that:

• Policies can be contractual: Clear, specific and important provisions, particularly those closely tied to the employment relationship, may be incorporated into contracts.
• Language matters: Mandatory wording such as 'must' and 'will' is more likely to be treated as binding.
• Follow your own procedures: Where a policy prescribes a particular decision-maker, or sets out specific steps or exceptions, employers should adhere to those requirements. Departing from them may give rise to a breach of contract claim.
• Review and update policies: Employers should review disciplinary and other HR policies to ensure that the intended status (contractual or non-contractual) is clear, and that any scope for delegation or flexibility is expressly identified. 

Managing belief in the workplace: Mr F Ngole v Touchstone Leeds [2026] EAT 29

In 2022, Mr Ngole accepted a conditional job offer as a discharge mental health support worker with Touchstone Leeds, a charity providing mental health and wellbeing services to the LGBTQI+ community and to various faith groups. The offer was withdrawn following Touchstone's discovery of news articles citing Mr Ngole's negative comments on social media regarding homosexuality and same-sex marriage. Mr Ngole was subsequently invited to a second interview to discuss his views; however, Touchstone ultimately decided not to reinstate the offer on the basis that Mr Ngole's views did not align with their values.

Mr Ngole subsequently pursued Employment Tribunal (ET) claims for direct discrimination, harassment and indirect discrimination.

Decision

The ET upheld Mr Ngole’s claim for direct discrimination, finding that the reason for withdrawing the offer was materially influenced by his religious beliefs. Mr Ngole's claims for indirect discrimination and harassment were dismissed.

On appeal to the Employment Appeal Tribunal (EAT), it was held that the ET has erred in failing to determine whether Touchstone's actions were based on Mr Ngole's beliefs or on the manifestation of those beliefs, namely his social media posts.

If Mr Ngole’s offer was withdrawn because of his beliefs, this would likely amount to unlawful direct discrimination. However, if the offer was withdrawn because of Touchstone’s concerns about the impact of his publicly expressed views on vulnerable service users, should they discover the posts, Touchstone’s conduct could be justified as a proportionate response to its obligation to protect vulnerable service users. The EAT has redirected the case back to the ET for reconsideration of these points.

What this means for employers and insurers

Employers must take care when making decisions based on an employee’s or applicant’s expressed views, particularly where those views relate to protected beliefs such as religion. While employers are entitled to consider the wider impact of public statements, including those made on social media, they must distinguish between the holding of a protected belief and the manifestation of that belief in a professional context. Employers should avoid making assumptions about how an individual might behave without first discussing any concerns with them, and any action taken must be proportionate and in pursuit of a legitimate aim.

Pensions Commission to report back in 2027

The Pensions Minister, Torsten Bell, has confirmed that the Pensions Commission will report back to the government in early 2027 with ideas on how to fix the long-term retirement savings problem.

The Pensions Commission, which was revived last summer, is considering several key issues, including whether the current auto‑enrolment minimum contributions – 3% from employers and 5% from employees – should be increased. It is also examining options to narrow the gender pension gap and to encourage greater pension participation among self‑employed workers. Bell emphasised that the Commission operates independently and has a broad remit to examine any reforms it considers appropriate. The government, he noted, is committed to considering all of its recommendations. He highlighted the scale of the challenge, observing that, on current trends, those retiring in 2050 are likely to have lower retirement incomes than today’s retirees. He also noted that any reforms arising from this work are unlikely to have a material impact over the next five years. The focus is instead on securing pension adequacy for future generations. When asked whether the priority should be expanding pension coverage or improving adequacy, Bell indicated that both must be addressed, as they affect different groups in different ways.

Changes to the level of pension contributions will be relevant to employers and with that PTL insurers given the level of enforcement activity from the Pensions Regulator around failures by employers to meet their auto-enrolment obligations. 

Audit regulator proposes updated standards for ‘Third Way’ CDC pensions

The Financial Reporting Council (FRC) has launched a consultation on proposed revisions to the Technical Actuarial Standard 310 (TAS 310), the key standard governing actuarial work for collective defined contribution (CDC) pension schemes. The consultation is open for responses until 23 March.

The consultation follows recent government legislation enabling the development of multi-employer CDC arrangements, allowing different employers within broadly the same industry to participate in a single pension scheme. These 'third way' pensions are intended to sit between traditional defined benefit and individual defined contribution schemes, pooling risk collectively among members. The FRC has indicated that the expansion of CDC to multi-employer structures introduces new areas of actuarial work, particularly in supporting trustees and scheme sponsors to ensure fairness between participating employers. In this context, the FRC is seeking to ensure that TAS 310 keeps pace with the evolving legislative and market landscape.

Key elements of the proposed changes include:

• Strengthening consistency across actuarial calculations for CDC schemes; and
• Introducing explicit requirements around actuarial equivalence, so that the expected value of future benefits accruing to members is aligned with the expected value of contributions paid into the scheme.

The FRC’s executive director of regulatory standards, Mark Babington, emphasised that high-quality actuarial work is essential to maintaining confidence in the UK pensions system and that the updated standard is intended to support informed decision-making as CDC schemes scale to cover more employers and members.

CDC remains a relatively new feature of the UK pensions landscape. Royal Mail launched the first UK CDC scheme in October 2024, under a legislative framework introduced in 2021. In parallel, the Pensions Regulator has proposed a new code of practice to support multi-employer CDC schemes from 2026, setting out authorisation requirements, supervisory expectations and how its statutory powers will be used to oversee these new arrangements.

FRC issues guidance for actuaries to deal with Virgin Media issues

The FRC has also issued practical, non-prescriptive guidance to actuaries tasked with reviewing historic pension scheme alterations impacted by the decision in Virgin Media Ltd v NTL Pension Trustees II Ltd & Ors [2024] EWCA Civ 843.

The Virgin Media case raised the risk that historic rule changes to contracted-out schemes could be void if written actuarial confirmation under section 37 of the Pension Schemes Act 1993 could not be evidenced, even where confirmation would likely have been given at the time. Draft legislation in the Pension Schemes Bill seeks to address this by allowing “potentially remediable alterations” to be treated as valid, if specified actuarial confirmations are obtained under section 101.

The FRC’s guidance focuses on how actuaries should approach this retrospective exercise. Crucially, it confirms that actuaries are not required to be certain an alteration would have passed the reference scheme test. Instead, they must reach a “reasoned and justifiable” view based on a proportionate review of the information available.  The costs aspect of engaging actuaries may well be sought under PTL policies, and if an actuary refuses to agree to retrospectively confirm a change as s.37 compliant this could lead to overpayment and underpayments of benefits.

To read RPC's recent blog post on the FRC guidance, which explores the legislative background, the regulator's expectations and practical examples in much greater depth, click here.

If you have any queries or questions on this topic please do get in contact with a member of the team below, or your usual RPC contact.

Enhanced Ofcom regulation for video-on-demand services

The Department for Culture, Media and Sport has announced that video-on-demand (VoD) services provided by platforms such as Netflix, Amazon Prime Video and Disney+, and public service broadcasters like ITVX and Channel 4 will be brought within Ofcom’s regulatory regime under secondary legislation to implement the Media Act 2024. Ofcom intends to introduce a new VoD Code which will set out specific rules for VoD services with over 500,000 UK viewers. This is expected to mirror many of the rules in place for traditional broadcasters under the Broadcasting Code in relation to harmful and offensive content, privacy, fairness and due impartiality and accuracy in news. It will also set minimum accessibility requirements. A public consultation will commence after the relevant services are designated on 1 April 2026, with the final VoD Code expected to be published later this year, before coming into effect one year after publication. Under the new regulatory framework, Ofcom will have powers to investigate alleged breaches of the VoD Code and, if appropriate, impose financial penalties of up to £250,000 or 5% of a service’s UK revenue.

High Court grants limited RRO over findings on allegations of criminal conduct

Mrs Justice Jennifer Eady DBE has granted a reporting restriction order (RRO) under s.4(2) of the Contempt of Court Act 1981 in respect of ten findings in her trial judgment in Feldman & Alexander v Gambling Commission [2026] EWHC 474 (KB). The claim relates in part to a criminal investigation by HMRC into a company of where the claimants held senior positions at the relevant time. Eady J held that while there was a public interest in understanding the court's decision on allegations made in open court proceedings, particularly where such allegations concern a regulatory body, the RRO was necessary to avoid a substantial risk of prejudice to the administration of justice in respect of criminal proceedings against the claimants due to be tried in 2028. There was a nexus between the court's findings and the matters to be determined in the criminal proceedings, and there was not an insubstantial risk that reporting at this stage would prejudice the claimants on an issue of real significance in those proceedings, notwithstanding the standard judicial direction to jurors to disregard any material outside that adduced as evidence at trial. Eady J was not persuaded by the claimants' request for the RRO to cover the entire judgment, finding that the publication of a redacted judgment would not give rise to a risk of prejudicial speculation as there would be no unfairness to the claimants with the RRO postponing the need for the claimants to explain or comment on the findings.

Updated media guidelines published for police 

Following a consultation on its media and communication standards last year, the College of Policing has published new guidance governing police communications with the media. The guidance encourages engagement with the press to rebuild trust and strengthen the relationship between the media and police forces, while combating the proliferation of misinformation through the provision of prompt, accurate information to the public. The guidance provides that the police have no power to stop the press filming or photographing public incidents, should confirm the nationality/ethnicity of suspects arrested in high-profile investigations and release readily available information to the press. The guidance also reiterates the need for openness and transparency in relation to police misconduct cases and that secrecy should be maintained over the name of arrested suspects save where there are exceptional circumstances where there is a legitimate policing purpose to do so, such as a threat to life or the prevention or detection of crime. 

New media coalition to challenge unauthorised use of content by AI

Five UK media organisations (BBC, Financial Times, The Guardian, Sky News and Telegraph Media Group), have announced the formation of the Standards for Publisher Usage Rights coalition.  The announcement comes in advance of the report and economic impact assessment on AI and copyright policy due to be completed by the UK Government by 18 March 2026. Media stakeholders have expressed concern that the Government may introduce a copyright exception for the use of content in training AI models where this is characterised as being for research purposes. The coalition's mission is to develop shared industry standards governing the use of publishers’ content by AI companies while ensuring that publishers retain practical control of their content and receive fair payment for its use. The coalition also seeks to promote transparency in how content is used and to strengthen the protection of intellectual property rights. The coalition's open letter can be found here.

High Court dismisses appeal over Qur’an burning acquittal

The decision in DPP v Coskun [2026] EWHC 427 (Admin) provides commentary on of the scope and limits of the right to freedom of expression under Article 10 ECHR. Mr Coskun set fire to a copy of the Qur’an while shouting negative statements about Islam outside the Turkish consulate in London in February 2025. He was charged with religiously aggravated public order offences and subsequently convicted in the Magistrates' Court before being acquitted on appeal to the Crown Court. The DPP appealed the Crown Court's decision. In dismissing the DPP's appeal, the High Court noted that the right to freedom of expression is not confined to the use of written or spoken words but extends to "expressive acts". While it is not an unqualified right, Article 10 does not prohibit provocative or offensive behaviour provided it is not aimed at the destruction of democratic values nor amounts to a criminal offence. The High Court found no error of law in the Crown Court's decision, ruling that it had been entitled to take into account the nature of the protest, its location outside a diplomatic mission, the fact that Mr Coskun was acting alone, and the short time it lasted, when deciding whether his behaviour amounted to criminal conduct. Mr Coskun's actions, which constituted robust political and religious protest, were covered by Article 10 and did not attract criminal liability.  

Police and MI5 admit to unlawful surveillance of former BBC journalist

At a hearing before the Investigatory Powers Tribunal (IPT) last week, the Police Service of Northern Ireland (PSNI) admitted that it illegally obtained information relating to over 1,500 telephone calls and texts made and received by Vincent Kearney, a Belfast journalist, between 2009 and 2014 to identify his journalistic sources. This follows admissions by MI5 and the Metropolitan Police Service (MPS) that they unlawfully obtained Mr Kearney's data on four separate occasions between 2006 and 2009 and in 2012. The Tribunal reserved its judgment. Mr Kearney's claim follows in the footsteps of the successful IPT claims brought by Barry McCaffrey and Trevor Birney, two Northen Ireland-based journalists. In 2024, the IPT ruled that they had been subjected to unlawful surveillance by the PSNI and that Mr McCaffrey's phone data had been unlawfully accessed by both the PSNI and the MPS. Various bodies, including the National Union of Journalists and Amnesty International UK, are now calling for a full public inquiry into the unlawful surveillance on journalists.

Nicklin J permits 'key' witness to give evidence remotely

Mr Justice Nicklin has handed down judgment on an application seeking permission for a witness to give evidence via video-link in the ongoing trial in Baroness Lawrence & Ors v Associated Newspapers Limited. The witness's testimony provides the basis for a substantial number of vigorously disputed allegations of unlawful information gathering made against ANL. He previously withdrew his cooperation from the Claimants who rely on his evidence only as hearsay. Under CPR 32.3 and PD32 Annex 3, the Court may permit remote evidence where there is a good reason, a legitimate aim is served, and it accords with the overriding objective. Nicklin J was satisfied that the conditions were met. The witness resides in an undisclosed foreign jurisdiction and is not compellable and refused to voluntarily attend in person due to security concerns but confirmed he would give evidence via video-link. On the evidence before the Court, the law of the foreign state does not prohibit the giving of remote evidence. The witness's evidence was held to be of vital importance to the fair resolution of the issues in dispute with there being a clear benefit for it to be tested adversarially. The trial continues.

Provisional Ofcom finding regarding breach of the Online Safety Act 2023

Ofcom has issued a provisional notice of contravention to the provider of an unnamed online suicide discussion forum under section 130 of the Online Safety Act 2023.  After it opened an investigation into the provider last April, the provider implemented a voluntary 'geo-block' to prevent users with UK IP addresses from accessing the forum. However, subsequent monitoring suggested that the block was ineffective or not consistently maintained, with the site still accessible from the UK, including via a 'mirror' domain. Ofcom considers there are reasonable grounds to believe the provider has breached the OSA by failing to carry out an adequate illegal content risk assessment or implement proportionate measures to prevent access toillegal content, and because it lacks effective systems for rapid removal of such content. Ofcom also noted that the platform’s terms of service did not clearly set out protections against illegal content, contrary to statutory requirements. This highlights the limits of simple IP‑based blocking, which can often be bypassed using VPNs or alternative domains if platforms do not deploy more robust technical controls. The provider now has 10 working days to respond to the provisional decision, following which Ofcom may impose fines and/or seek a court order requiring UK internet service providers to block access to the site at a network level.

IPSO find the Daily Telegraph did not breach IPSO Code over claim of "Islamist savagery"

IPSO has found that The Daily Telegraph did not breach Clause 1 (Accuracy) of the Editors' Code in relation to an article published in August 2025 which contained an interview with a woman convicted in relation to a tweet she posted after the Southport attack. The article repeated the woman's assertion that the attacks were "Islamist savagery". The complainant claimed this description was inaccurate and misleading as it could not be objectively verified, that the fact that the attacker was in possession of an Al Qaeda manual did not render the attacks "Islamist savagery" and that the description was not clearly labelled as opinion contrary to Clause 1(iv) which requires clear distinction between comment, conjecture, and fact. IPSO dismissed the complaint, finding that the article was a feature piece which clearly recounted the subjective experience of the author during his interview and made clear that the description was the author's belief, thereby sufficiently distinguishing it from an objective claim of fact.  Furthermore, the fact copies of an Al Qaeda manual had been found at the attacker's home was a suitable basis for the author's opinion.

Government launches consultation to protect UK children's digital wellbeing 

On 2 March, the UK Government launched "the world's most ambitious" consultation on social media. The consultation seeks to explore measures to keep children safe online across social media, AI chatbots and gaming platforms. Key issues being consulted on include whether there should be a minimum age for social media, whether age verification enforcement should be strengthened and whether children should be able to use AI chatbots without restriction. A parallel academic panel will also assess the expanding evidence base arising from the experiences of other countries.  For example, Australia recently banned under-16s from using major social media services through legislation which requires platforms to implement extensive age verification methods to prevent under-16s from accessing their services or face fines of up to £25m for serious or repeated breaches. Two months in, recent media reporting suggests the ban is not watertight. The consultation closes on 26 May 2026.

Quote of the fortnight

"Our courts have, once again, laid bare a deeply troubling pattern: covert and unlawful surveillance of journalists, coupled with a reckless disregard for press freedom by both police forces and the security service… No press can remain truly free while secretly monitored by the very power it is meant to hold accountable."

Patrick Corrigan, Northern Ireland Director of Amnesty International, 26 February 2026

Sintra Global Inc (Global), Sintra SA (SA) and Mr Parul Malde, were involved in the alcohol trade. 

HMRC argued that Global, SA and Mr Malde, were involved in the fraudulent diversion of alcohol into the UK from the EU between 2004 and 2014, making use of a process known as 'inward diversion fraud'. 

Following its enquiry, HMRC issued various decisions and penalties to Global, SA and Mr Malde, some of which did not proceed before the First-tier Tribunal (FTT) for determination. The appeals which proceeded before the FTT, and later the Upper Tribunal (UT) and CofA were the following:

a. A decision that Global was liable to be registered for VAT between 1 April 2012 and 30 June 2015 (the Decision). 

b. A registration penalty assessment issued to Global in the sum of approximately £8.7 million (the Penalty). 

c. Three personal liability notices issued to Mr Malde making him personally liable for penalties levied on Global, being the registration penalty, an inaccuracy penalty and an excise duty penalty (the PLNs).

d. A director's liability notice to Mr Malde for 100% of the civil evasion penalty in the sum of approximately £11.1 million, as a result of SA's dishonest failure to register for VAT and to submit VAT returns (the DLN).  

Global appealed the Decision and the Penalty and Mr Malde appealed the PLNs and the DLN, to the FTT. The FTT allowed the appeals of Global and Mr Malde. HMRC appealed to the UT. The UT dismissed HMRC's appeal and HMRC then appealed to the CofA. 

CofA judgment

The appeal was allowed.

The CofA remitted all of the open appeals to the FTT for rehearing in light of the principles established by its judgment.

The key issue before the CofA was whether the burden of proof fell on the taxpayers or HMRC, in a penalty appeal where the taxpayers were seeking to challenge the penalty on the basis that the underlying tax liability was wrong. 

The CofA held that in penalty proceedings the burden of proof is normally on HMRC to establish the primary facts needed to justify imposing the penalty in issue, but if the taxpayer wishes to contend that an underlying liability to tax is wrong, a separate legal burden rests on the taxpayer to prove it, in the same way as they would on appeal against an assessment or decision. In reaching this conclusion, the CofA relied on the following reasoning:

• The taxpayers admitted that the burden of proof on the issue of liability to tax would rest with them if the question was determined in separate appeal proceedings. Therefore, if they did not bear the burden of proof on that issue in a penalty appeal, this would lead to arbitrary and anomalous results.
• If the taxpayers did not bear the burden of proof on the issue of liability to tax in the current circumstances, it would subvert the long-established rule that the legal burden of proof normally lies on the taxpayer to displace an assessment to tax.
• Shifting the burden of proof to HMRC in the circumstances of the instant appeal would be inconsistent with the principles which justify the normal rule, the most important of which is that taxpayers will normally have access to all the information relevant to their tax affairs, and it would give rise to the risk of inconsistent decisions if the same question of underlying liability were determined differently depending on the stage at which it arises. 

The CofA also considered whether the fact that civil tax penalty proceedings in the UK are treated as giving rise to 'criminal charges' within the meaning of Article 6(1) of the European Convention for the Protection of Human Rights and Fundamental Freedoms, requires the legal burden to fall on HMRC to establish the correctness of the underlying liability to tax if it is put in issue by the taxpayer in the penalty proceedings. The CofA decided that it did not and noted that it was common ground that Article 6 did not apply to the underlying assessments and that the burden of proof lay on the taxpayers to displace those assessments. This remained the case even though HMRC had pleaded fraud.

Comment

This judgment is notable, not only because it overturned the conclusions reached by both the FTT and the UT, but because it has confirmed that when a taxpayer challenges a civil evasion penalty on the basis that the underlying tax liability underpinning the penalty is incorrect, the taxpayer bears the legal burden of proving that they are not liable for the underlying tax. 

It is understood that the taxpayers are seeking permission to appeal to the Supreme Court.

The judgment can be viewed here.

So, to help employers navigate and prepare for the new regime, we're devoting our latest three-part mini-series to the topic of non-financial misconduct or "NFM".

In part one, host Ellie Gelder is joined by Macaela Joyes, Associate in our Employment, Engagement & Equality team and Whitney Simpson, Of Counsel at RPC, who share their insights on:

• what NFM means and the types of behaviour it includes;
• why addressing NFM does not rest solely with HR and People teams and the importance of wider accountability across the business;
• the regulatory and legislative developments coming into effect later this year and how they will impact the approach that firms will need to take when responding to allegations of non-financial misconduct;
• the nuances of non-financial misconduct that takes place online or outside work; and
• some key practical steps for firms to take in readiness for the upcoming changes.

Join us for part 2 in two weeks' time, when we will discuss the nuts and bolts of the investigation itself and common pitfalls for employers to be aware of.

* Please note these podcasts will not run on Internet Explorer

We hope you enjoyed this episode. If you did, please subscribe to be notified when new episodes release. You can subscribe on Apple Podcasts and Spotify to stay up to date with the latest episodes.

All information is correct at the time of recording. The Work Couch is not a substitute for legal advice.

References

1. FCA Consultation Paper CP25/18: Tackling non-financial misconduct in financial services Consultation on guidance in the Code of Conduct (COCON) and the Fit and Proper Test for Employees and Senior Personnel (FIT) sourcebooks including Policy Statement on amendment to the Code of Conduct (COCON) (CP23/20) (July 2025)
2. FCA Policy Statement PS25/23: Tackling non‑financial misconduct in financial services Guidance in the Code of Conduct (COCON) and the Fit and Proper test for Employees and Senior Personnel (FIT) sourcebooks (December 2025)
3. Employment Rights Act 2025
4. Higgs v Farmor's School and others [2025] EWCA Civ 109

HMRC publishes lists of partner jurisdictions and reportable jurisdictions for the Cryptoasset Reporting Framework

HMRC has revised its International Exchange of Information Manual confirming the partner and reportable jurisdictions relevant to the implementation of the OECD’s Cryptoasset Reporting Framework (CARF) in the UK.

The CARF regime has applied since 1 January 2026. It requires UK reporting cryptoasset service providers (RCASPs) to carry out customer due diligence in relation to specified cryptoasset transactions and to submit prescribed information to HMRC.

HMRC will then automatically exchange information about customers resident in a 'reporting jurisdiction' with that jurisdiction. If the RCASP has a closer nexus with a 'partner jurisdiction' than the UK, it only needs to report to the tax authority of that partner jurisdiction.

IEIM8000710 provides a list of partner jurisdictions for the 2026 reporting year and IEIM8000720 provides a list of the reporting jurisdictions for that year.

HMRC updates its guidance to help agents prepare for the launch of "Making Tax Digital for Income Tax" in April 2026

HMRC has updated its guidance for agents to help them prepare for the launch of "Making Tax Digital for Income Tax" in April 2026.

The guidance explains that, from April 2026, landlords and sole traders with an annual turnover of over £50,000 will need to use HMRC-recognised software to keep digital records and submit quarterly updates of income and expenses.

You can read HMRC's guidance here.

HMRC publishes the latest edition of its bi-annual Trusts and Estates Newsletter

HMRC has published the latest edition of its Trusts and Estates Newsletter, providing updates and guidance on inheritance tax and trusts.

The newsletter covers a range of technical and administrative points, including inheritance tax reporting (with specific reference to cryptoassets), Automatic Exchange of Information obligations, changes affecting Employee Ownership Trusts and capital gains tax, and practical service updates from HMRC.

You can read HMRC's newsletter here.

HMRC publishes Loan Charge operational activity briefing paper following the recent review of the Loan Charge

HMRC has published a briefing paper explaining its operational activity following the recent review of the Loan Charge carried out by Ray McCann.

The note sets out HMRC’s approach to implementing the government’s response to the Loan Charge review announced in Budget 2025, including the operational steps it is taking for taxpayers who used disguised remuneration tax avoidance arrangements and how the new settlement opportunity will be rolled out.

You can read HMRC’s briefing paper here.

Case reports

Upper Tribunal dismisses HMRC's appeal and confirms no general principle of reciprocal disclosure

In HMRC v Ducas Ltd [2025] UKUT 362 (TCC), the Upper Tribunal (UT) dismissed HMRC's appeal against certain case management directions issued by the First-tier Tribunal (FTT) and confirmed that there is no general rule that extended disclosure must apply equally to both sides in a tax dispute.

Although the UT’s decision may not be surprising given the high threshold for interfering with case-management decisions of the FTT it is nevertheless significant in confirming that there is no general principle of reciprocity in the disclosure regime before the FTT.  

The UT's decision also serves as a reminder that disclosure applications must be determined on the specific facts and circumstances of the case. HMRC had based its disclosure application almost exclusively on the basis of reciprocity. It had not advanced a broader, fact-specific argument for why extended disclosure from the taxpayer was necessary. If it had done so, it might have been more successful.

You can read our commentary on the decision here.

Upper Tribunal considers 'wholly and exclusively' test in the context of SDLT and ATED

In Investment and Securities Trust Ltd v HMRC [2025] UKUT 00331 (TCC), the UT considered the different 'wholly and exclusively' tests which apply to Stamp Duty Land Tax (SDLT) and Annual Tax on Enveloped Dwellings (ATED). The UT held that a company holding a property option for redevelopment and resale qualified for ATED relief but not relief from the 15% higher rate of SDLT upon acquisition, as the property was not held exclusively for a qualifying trade purpose at that time.

This decision highlights an important distinction between acquisition purpose (for SDLT) and holding purpose (for ATED). It confirms that non-commercial, or shareholder-driven motives at the point of acquisition, can defeat SDLT relief even where the underlying land is intended for development.

By contrast, the UT’s approach to ATED recognises that purposes may change over time and that relief can become available once any non-qualifying acquisition purpose has fallen away. The decision therefore reinforces the need for a temporal and fact-sensitive analysis when advising on ATED liability.

The decision will be of particular interest to property developers using options or other non-standard acquisition structures, especially where connected parties are involved. While such arrangements may be commercially expedient, they may prevent SDLT relief if they serve mixed purposes at acquisition.

You can read our commentary on the decision here.

Court of Appeal confirms that expenses paid by an umbrella company were taxable

In Mainpay Ltd v HMRC [2025] EWCA Civ 1290, the Court of Appeal has confirmed that travel and subsistence expenses paid by an umbrella company to its employees were taxable because there were no single, overarching, employment contracts between the two parties.

The Court of Appeal also confirmed that for HMRC to benefit from the 6 year extended time limit for making a discovery assessment based on a taxpayer's 'careless' conduct, it must establish a causal link between the taxpayer's carelessness and the loss of tax. 

This case illustrates the high level of care that must be taken by advisors and their clients to ensure that they adopt the correct approach when seeking to make payments to employees tax-free. Professional advisors should always give careful consideration to whether they have the necessary expertise to provide specialist tax advice. 

You can read our commentary on the decision here.

And finally …

Adam Craggs and Liam McKay have published an article in Tax Journal focussing on the key developments in the contentious tax arena during 2025. In particular, the tightening of procedural frameworks in tax litigation, clarifying case law on issues such as late and burden-of-proof appeals, and HMRC’s intensified focus on avoidance and criminal compliance activity that is likely to shape the disputes landscape in 2026.

You can read the article here.

We hope you find this update helpful and interesting. As always, if you would like to find out more about the issues covered or discuss anything else, please do get in touch.

The big question

• Can you transfer property by WhatsApp?

What's new?

• Llama drama: charity gifts and changing legal structures
• Court rejects claim by estranged daughter
• HMRC's "non-dom" nudge campaign
• Important cryptoassets developments

RPC asks

• What do you do if beneficiaries do not engage?
• When can you remove a trustee?
• What does the 2025 Autumn Budget mean for your personal finances?

And finally in the art world…

• The conclusions of Art Basel and UBS's Survey of Global Collecting

See document below. Or view it in full screen here. 

Coverage for vandalism and malicious damage may be found under different types of products, ranging from standard property policies — either under All Risks cover or as an “add-on” or carve-back to Terrorism and Political Violence Insurance (T&PVI) — to other standalone covers such as SRCC (Strikes, Riots and Civil Commotion) or Organised Crime policies.

Under All Risks policies, coverage for the above perils is, in most cases, capped by a sub-limit. However, if the policy is silent, coverage for these perils may extend up to the full policy limit. A failure to exclude the relevant perils generally means that coverage is afforded.

In most instances, All Risks policies contain terrorism exclusions. These exclusions may have the effect of removing cover for events that may not obviously be regarded as terrorism. The focus of this note is their potential application to the recent disturbances following the death of El Mencho.

The application of terrorism exclusions is not without difficulty. The fact that a government (or other recognised authority) states that certain individuals are terrorists or are committing acts of terrorism — for example, the designation of the CJNG as a Foreign Terrorist Organization by the US Department of State — does not necessarily mean that this will be determinative from a policy coverage perspective.

Policies may define “terrorism” or an “act of terror”, either expressly or by reference to a statutory definition or the determination of an organisation. Where the policy contains a definition, there is often no need to look further. However, the term is sometimes left undefined. In addition, there is a risk of mismatch between the insurance and the reinsurance.

In our experience, the most common terrorism exclusions used for Latin American risks (including Mexico) are NMA 2918,  NMA 2919, NMA 2920, and NMA 2921. These exclusions were developed following the events of 9/11. Their purpose was to provide broader exclusions than those previously available, encompassing any terrorism-related losses.

The wording of these exclusions is sufficiently wide that an argument may be made that they apply to at least some of the recent events. For example, an “act of terrorism” is not limited to the use of force or violence but includes the threat of force or violence. The definition of the perpetrator has also been broadened: whereas it was previously limited to organisations, it now includes individuals acting alone (so-called “lone-wolf” terrorists).

The motivation required to trigger the exclusion has similarly been broadened. It has evolved from political, ideological, or religious purposes to include “similar” purposes and is no longer limited by a requirement to demonstrate an intention to influence the government or to put a section of the public in fear.

These exclusions also contain broader causation language, referring to “direct or indirect” causes. Accordingly, the “act of terrorism” need not be the proximate cause of the loss; it may be a more remote cause.

Nevertheless, if (re)insurers are seeking to rely on these terrorism exclusions, in our experience, they will face the following practical issues:

Reverse burden of proof

Terrorism exclusions often contain “reverse burden of proof” provisions. This means that if (re)insurers can demonstrate a reasonable basis for asserting that a terrorism or political violence exclusion is triggered, the burden shifts to the insured to prove that the exclusion does not apply.

In our experience, however, regardless of the wording of the exclusion, courts in Latin America are unlikely to shift the burden of proof onto the insured.

Intention (Political, Ideological and/or Religious vs Economic Interest)

Establishing intention can be particularly challenging.

In civil unrest or riot scenarios, in most instances, you will not have the relevant people getting arrested and declaring the reason why they have done what they did. On this occasion, some perpetrators have been arrested, and authorities in certain states have indicated that they will face terrorism-related charges.

However, based on the videos available to date, the perpetrators have not made statements or left evidence clearly demonstrating that the attacks were directly connected to the death of El Mencho, even if "everyone" know that the death of the cartel boss was the cause of those attacks.

Although proving the intention of specific individuals or groups vandalising insured property may be difficult, due to the nature of the crimes, there appear to be grounds to argue that there was an intention to influence the government or put a section of the public in fear with the apparent purpose of preventing the government prosecuting any member of the cartel and allowing them to continue with their criminal operations.

Overlapping policies

It is possible that perils covered under All Risks policies may also be covered elsewhere, such as under Political Violence Insurance (PVI) or Organised Crime policies. In such cases, it is necessary to consider whether the respective policies contain contribution clauses. If the All Risks policy includes a primary insurance clause, it may override principles of contribution and effectively allocate the loss to the All Risks policy.

Evidence

Given the nature of the events, there is plenty of evidence of malicious damage and vandalism. However, proving intention to trigger an exclusion or to trigger coverage on a standalone coverage will be challenging.

Number of events

Events of this nature are often fluid and diverse. While the initial trigger for the violent rampage may be identifiable, subsequent actions may evolve over time. It may be difficult to establish that an act of vandalism occurring, for example, six months from now remains connected to the death of El Mencho.

This may affect whether losses arising from particular criminal acts fall within policy coverage.

Moreover, different perils may be triggered simultaneously in different locations. For example, looting following a fire may be covered under certain wordings, whereas looting not preceded by fire may be excluded.

These are only some of the issues that may complicate the assessment of which policy, if any, responds to a given loss.

Legal actions against the Mexican government due to its failure to maintain public order

Another aspect to consider is whether insureds might bring legal actions against the Mexican government, alleging failure to maintain public order and to prevent the CJNG from continuing random attacks on insured property.

If an insured is successful in such an action while also receiving indemnification from insurers, questions arise as to whether insurers may recover amounts paid under the principle of double indemnity. Alternatively, insurers may seek recovery from the government for losses not covered under the available policies. In such circumstances, complex allocation issues may arise, particularly where it is difficult to determine which peril (covered or excluded) caused the loss.

Conclusion

Commonly used terrorism exclusions are broad in scope, and (re)insurers may argue that they apply to many of the attacks that took place following the death of El Mencho.

However, reliance on these exclusions may not be straightforward.

Similarly, in relation to standalone products such as SRCC or Organised Crime policies, establishing the requisite intention to trigger coverage may also present significant challenges.

RPC have advised Reinsurers on political violence, criminal activity and terrorism losses (coverage, litigation and arbitration) in Latin America for more than a decade utilising our extensive network of local partners.

To listen to this and all previous episodes, please click here.

Headline Development

Seven influencers sentenced for unlawful financial promotions

Seven social media influencers have been sentenced at Southwark Crown Court for promoting an unauthorised foreign exchange trading scheme.

Biggs Chris, Jamie Clayton, Lauren Goodger, Rebecca Gormley, Yazmin Oukhellou, Scott Timlin and Eva Zapico each pleaded guilty to one count of communicating unauthorised financial promotions.

The court imposed the following penalties:

• Lauren Goodger was fined £3,750 and ordered to pay costs of £5,778.18.
• Biggs Chris was fined £600 and ordered to pay £1,000 in costs.
• Jamie Clayton was fined £820 and ordered to pay £1,000 in costs.
• Rebecca Gormley received a conditional discharge and was ordered to pay £2,866.42 in costs.
• Yazmin Oukhellou was fined £974 and ordered to pay £1,000 in costs.
• Scott Timlin was fined £938 and ordered to pay £1,000 in costs.
• Eva Zapico received an absolute discharge and was ordered to pay £1,770.44 in costs.

The FCA said the individuals had promoted the scheme to a combined social media following of around 4.5 million people.

Steve Smart, executive director of enforcement and market oversight at the FCA, said the regulator would continue to take action against those who unlawfully promote financial products and would work with responsible influencers to improve standards.

To read more, please click here.

Auditors

What next for audit and regulatory reform in 2026?

The Government may have scrapped the Audit Reform and Corporate Governance Bill (the Bill), but that does not mean reform has fallen away altogether. Sophie Wales, ICAEW’s Director of Regulatory Policy, sets out what is still expected.

One of the headline measures in the Bill was the creation of the Audit, Reporting and Governance Authority (the ARGA) to replace the Financial Reporting Council. With the Bill withdrawn, ARGA will not now be established. That said, the government has indicated it still plans to put the FRC on a statutory footing. Wales makes clear that it is not yet obvious what that will involve in practice, or what it will mean for ICAEW in its role as an audit regulator and for its firms and members.

There is also uncertainty around other parts of audit reform. This includes insolvency regulation. At present, insolvency is regulated on an individual basis. There have been proposals to move to firm-based regulation, in line with other areas. The scrapping of the Bill means those changes are likely to be delayed, although Wales suggests they could still happen at some point.

Anti-money laundering supervision is another area facing change. Under current proposals, professional bodies would no longer act as AML supervisors, with responsibility transferring to the Financial Conduct Authority. Wales says this is a significant development and confirms that ICAEW is engaging with Government to understand what it means and how members would be supported through any transition.

On tax, the government has decided not to establish a new independent regulator for the profession and will not require tax advisers to belong to a professional body. Instead, advisers will need to register with HMRC. A tougher penalty regime is also expected, including stricter consequences for advisers who intentionally facilitate a tax loss, potentially extending to paying part of a client’s underpaid tax.

Local audit reform is also in train. A new Local Audit Office is expected to be set up in the autumn. As part of the revised system, ICAEW will act as the new External Registration Body overseeing local audit work. Wales notes that firms not currently active in this area may want to consider whether it is something to expand into.

Wales stresses that there are no immediate actions required from firms. However, she says it is important to stay informed so firms understand how these developments may affect them going forward.

To read more, please click here.

Regulatory developments for FCA regulated entities

FCA updates examples of good and bad practice for smaller firms’ Consumer Duty board reports

On 24 February 2026, the FCA updated its webpage setting out examples of good and bad practice in Consumer Duty board reports. The update is intended to provide guidance on how smaller firms can meet its requirements.

Firms within scope of the Consumer Duty must provide an annual report for their governing body setting out the results of their monitoring of customer outcomes and any actions required as a result of that monitoring.

Following its 2024 review of board reports, the FCA said it recognised that smaller firms face different challenges. It has therefore set out suggestions on how smaller firms might meet the requirements and indicated that it is open to considering more targeted work where that would be beneficial.

The updated guidance covers four areas:

• On governance, the FCA acknowledges that smaller firms may lack dedicated compliance and audit functions. It suggests that firms could benefit from appointing a knowledgeable “critical friend” to provide impartial feedback on their approach to Consumer Duty. This could include informal benchmarking, identifying practical improvements and supporting forward-looking activities such as horizon scanning.
• On monitoring and outcomes, firms are encouraged, where proportionate, to draw insights from external data sources, including the Financial Ombudsman Service and relevant trade bodies.
• In relation to actions taken to comply with Consumer Duty obligations, the FCA notes that smaller firms may find external experts, including trade bodies, helpful in advising on effective actions. Firms could also build the gathering of customer feedback into their interactions.
• On future business strategy, the FCA makes clear that although smaller firms may encounter fewer customers with different specific needs, they are still expected to learn from transactions with different groups of customers to ensure they deliver good outcomes in the future.

Separately, in CP25/37 the FCA proposed piloting a sector-specific, directory-style guide for the credit broking sector, setting out examples of good and poor practice. It is currently analysing feedback and developing more detailed options to test with stakeholders. It will continue to engage with its Smaller Business Practitioner Panel and other smaller firm stakeholders.

The FCA has also published a new webpage providing information about the Consumer Duty, including information on the outcomes it wants to see.

To read more, please click here.

FCA intends to launch review of AI use by the Insurance Industry

On 24 February 2026, the Financial Conduct Authority (FCA) stated its intention to launch an investigation into the use of artificial intelligence (AI) by insurers.

The investigation forms the latest step in the strategy outlined in the FCA's Regulatory Priorities Document for the insurance sector. Previously, the FCA had warned insurers about the risks of reduced transparency with the automation of underwriting decisions.

There are concerns that personal risk factors are being automated into underwriting algorithms and that this will unfairly prejudice certain consumer groups. In 2022, the FCA noted that there was a particular risk of "ethical harm" in protected characteristics such as race being used as factors to calculate the price of insurance cover where underwriting decisions were automated.

The FCA has acknowledged the difficulty with introducing AI safely and responsibly and has pledged to support insurers' use of AI. The regulator has however stressed that insurers "must monitor outcomes for consumers closely".

To read more, please click here. 

FCA consults on data sharing requirements for firms in the credit and mortgage markets

On Wednesday the FCA opened a consultation on its approach to implementing remedies following its credit information market study (CIMS) in December 2023.

The proposals include a mandatory reporting requirement for firms in the credit and mortgage markets and connected obligations to create a regulatory framework for how credit information is shared and used across these markets.

Consultation paper (CP26/7) sets out new Handbook rules to improve the coverage and quality of credit information. It focuses on:

• Remedy 2A: Mandatory data sharing with designated consumer credit reference agencies (DCCRAs). The FCA is proposing new mandatory reporting requirements for firms undertaking certain activities to share consumer credit information with DCCRAs, including related obligations concerning the use of consumer credit information.
• Remedy 2D: Requirements for firms on improving the accuracy of information shared, including processes for dealing with error correction/disputes and reporting satisfied County Court Judgments (CCJs).

To access the consultation (which closed on 1 May 2026) please click here.

FCA announces Regulatory Priorities reports

On 24 February 2026, the FCA announced that it will be publishing regulatory priorities reports (the Reports), setting out the FCA's specific key priorities for each sector. The FCA states that the Reports will replace portfolio letters, and that they have been shaped by feedback from firms, trade bodies, and other stakeholders.

By replacing the portfolio letters, the FCA is aiming to provide a clearer, more consistent way of communicating its sector-specific priorities, and to help firms understand what it expects and where to focus. This will be in terms of helping firms better understand what's expected, strengthening compliance, supporting innovation, and ultimately delivering improved outcomes for consumers. Where there are market events and other identified risks, the FCA has said that it will respond.

The FCA states that firms will need to identify which priorities and recommendations apply to them, and whether they have business lines which could be included in other Reports.

This new approach was tested with pilot for insurance firms, and in March 2026, reports will be published for the following sectors:

• Consumer investment
• Pensions
• Retail banking and mortgages
• Consumer finance
• Wholesale buy-side
• Wholesale markets
• Payments

To read the FCA's announcement, please click here.

To read the FCA's accompanying blog, please click here.

FCA's Enforcement Watch reveals regulator's approach to naming and shaming firms

The FCA has published its first Enforcement Watch newsletter which provides insight into the watchdog's enforcement activity and the circumstances in which it will 'name and shame' firms under investigation.

The focus of the newsletter is the FCA's "publicity policy in action", with the FCA confirming its approach to the 'exceptional circumstances' test in its publicity policy. In brief,  the FCA will only name a firm or individual subject to an enforcement investigation if it is desirable to:

1. Maintain public confidence in the UK financial system or the market.
2. Protect consumers or investors.
3. Prevent widespread malpractice.
4. Help the investigation itself. For example, by bringing forward witnesses.
5. Maintain the smooth operation of the market.

The newsletter confirms:

When we open a case, we will always consider whether to announce and regularly revisit this through the course of the investigation. In deciding whether to make an announcement, we consider the potential prejudice that we believe may be caused to any persons who are, or are likely to be, a subject of the investigation. 

This is reflected in the FCA's approach to enforcement, based on the newsletter which confirms that 6 of the 23 enforcement operations opened between 3 June and 31 December 2025 involved investigations into individuals which have not been publicised because "the bar for announcing an investigation into an individual is high". The FCA has also opened 12 operations into authorised firms but named only one as a firm under investigation – The Claims Protection Agency Ltd (TCPA) – on the basis it met the ‘exceptional circumstances’ test because of the FCA's concerns about harm in the motor finance area, with TCPA said to have mislead and unfairly promoted motor finance complaints. Readers may recall that TCPA brought an unsuccessful judicial review application challenging the FCA's decision to announce the investigation.

The FCA has also confirmed 3 investigations into listed issuers following an announcement by the firm under investigation (these were John Wood Group plc, Drax Group plc, and WH Smith plc).

The fact that only 1 of the 23 enforcement operations has been found to have met the 'exceptional circumstances' threshold would suggest that the FCA will be applying the test properly, and any decision to name a firm will not have been taken lightly.

Click here to read the Enforcement Watch 1.

Independent Football Regulator and FCA Memorandum of Understanding

On 24 February 2025, the Financial Conduct Authority (FCA) and the Independent Football Regulator (IFR) signed a memorandum of understanding (Memorandum). The Memorandum establishes a framework for how the two organisations will share information and cooperation where there is an overlap between football governance and financial regulation.

The Memorandum sets out the legal basis for the sharing of information between the two organisations, and how requests for information should be made.

The hope is that structured collaboration between the FCA and IDR will provide clarity on which organisation is to lead on specific issues, thereby reducing the risk of regulatory gaps and duplication.

The Memorandum will be subject to an annual review.

To read more, please click here.

With thanks to this week's contributors: James Parsons, Alison Thomas, Daniel Goh, Heather Buttifant, Ben Simmonds, Kerone Thomas, Rebekah Bayliss

If you have any queries please do get in contact with a member of the team below, or your usual RPC contact.

GRAHAM has secured a £69.7m appointment to deliver a new forensic facility for the Department of Justice in Carrickfergus, Northern Ireland.  The scheme, known as Project Atlas, will provide 10,400 sq. meters of new office and laboratory space for Forensic Science Northern Ireland.  Work will involve the construction of a three-story building alongside ancillary buildings.  GRAHAM out-performed four other bidders for the contract and Hamilton Architects have now been appointed as project architect.  Work is planned to start at the end of the 2025/26 financial year, following an initial six-month detailed design period. Commenting on the development, Northern Ireland justice minister Noami long said "[Project Atlas] will ensure that all FSNI staff have the opportunity to work in modern, fit for purpose office and laboratory accommodation that will enable the continued delivery of a valued service for the criminal justice system."

The full article can be accessed here and here [Requires Subscription].

13,000 construction apprenticeship opportunities created

The UK government has launched a major initiative to tackle construction skills shortages through its school rebuilding and refurbishment programme, creating 13,000 apprenticeship and T Level placement opportunities.  Construction companies on school projects must support training, with 90% of roles based within 30 miles of the site to benefit local communities and help meet the target of two-thirds of young people in education, employment, or training by 2028.  Backed by nearly £300 million for colleges, a new network of Construction Technical Excellence Colleges and almost £20 billion for school rebuilding to 2034-35, the strategy is underpinned by faster apprenticeship approvals and longer, eight-year contracts, giving industry greater certainty to invest in skills and innovation.

The full article can be read here.

CJC interim report generally seeks to maintain the status quo for AI use in legal proceedings

On 17 February 2026, the Civil Justice Council released an interim report and consultation process concerning the use of AI when preparing court documents.

A critical proposal of the interim report is that parties must confirm that AI has not been used to generate the content of trial witness statements.  It is also proposed that expert statements should include a declaration indicating if AI has been used and if so, in what way and the specific tools relied upon. No changes are proposed for statements of case, skeleton arguments, and disclosure where a legal representative takes professional responsibility for their content.  A final report is expected to be released following the close of the consultation process on 14 April 2026.

You can read the interim report here and participate in the consultation process here.

A timely reminder on the grounds for extending service of the claim form

Lloyds Developments Ltd (in administration) v Accor SA [2026] EWHC 232 (TCC) (Lloyds Developments) concerned a successful challenge by the Defendant of a without-notice application made to the Court extending the six-month time frame afforded to the Claimant to serve the Claim Form.  The Court ultimately rescinded the extension of time sought by the Claimant to serve the Claim Form in France because the Claimant had not acted with due expedition to serve the Claim Form and when making the application to extend time, did not provide full and accurate disclosure of the effect such an extension may have on a limitations defence which could be pursued by the Defendant.   

The Court found that the Claim Form had been served outside the limitation period prescribed by the Limitation Act 1980 such that the Defendant was entitled to a declaration that the Court had no jurisdiction to try the claim.

Read the full decision here.

Bouygues challenges DfE over lost place on £15.4bn framework

Bouygues Construction is challenging the UK Department for Education (DfE) after losing its place on a £15.4bn six-year construction framework. The contractor missed out on one of 10 places to build and repair schools, colleges and universities in the south and east of England, with each project worth more than £12m. Bouygues has lodged a claim with the High Court, which alleges “multiple manifest errors” in the evaluation process, including factual misunderstandings, inconsistent marking, unjustified score reductions at moderation, lack of transparency and unequal treatment compared with competitors. The DfE told Bouygues its application was out of time, but the contractor refutes this. Bouygues seeks to have the award decision set aside, for its bid to be reassessed or the framework expanded to 11 places, and claims damages for loss of profit, bid costs and interest.

For further reading, please click here.

Galliford Try wins 333m Clarion homes job in Chester

Galliford Try has won a £32.8m design-and-build contract to deliver 126 homes in Chester for Clarion Housing. The contract, valued at £27.3m excluding VAT, covers the design and construction of the residential units plus associated external works, utilities and drainage. Clarion Housing Property Development Services, acting as contracting authority, followed a competitive, flexible, procedure under the Procurement Act 2023. Two tenders were received and assessed at final stage, with Winvic Construction being the unsuccessful tenderer. The decision was made on 29 October 2025, with assessment summaries issued the same day to the tenderers. The standstill period is due to end on 27 February 2026, and the earliest contract signature is set for 3 March 2026. The contract is scheduled to run from 3 March 2026 to 29 February 2028. The project forms part of the wider £120m City Place regeneration scheme, led by Muse Developments, a subsidiary of Morgan Sindall.

For further reading, please click here.

With thanks to Aleksander Polaszek, Ryan Loney and Carita Hui

Disclaimer: The information in this publication is for guidance purposes only and does not constitute legal advice.  We attempt to ensure that the content is current as at the date of publication, but we do not guarantee that it remains up to date.  You should seek legal or other professional advice before acting or relying on any of the content.

If you have any queries please do get in contact with a member of the team below, or your usual RPC contact.

The report is a particularly useful reference point as to the state of play in the sector (despite not involving the UK) as it contains a whole range of information around:

• Market adoption and strategic importance
• Primary use cases and focus areas
• Automation levels and 'agentic' AI
• Sourcing and data strategies
• Key drivers and benefits
• Principal risks and challenges
• Governance, policies and risk management

This will be of interest to any teams involved in the use or governance of AI solutions within insurance businesses. Particularly with a view to benchmarking where they are on their AI journey, as compared to others in the market, how businesses are seeking to meet the challenges posed by the use of AI in a regulatory setting, and how those ideas might be applied to their own examples.

Practical takeaways

Practical takeaways for those short on time:

• If you're not using (or experimenting with the use of) GenAI in one form or another, that is increasingly becoming an outlier position
• If you don't already have an AI policy, you should be working to put one in place (over half respondents do)
• Hallucinations are common and referred to as the main concern but there are steps you can take to try to manage this risk (see point below)
• Practical controls such as prompt logging enable a useful audit trail and also help with challenges around explainability. So even if you can't see 'inside the box', you can compare output vs input and use other linear techniques to sense check results
• You are still your business' subject matter expert regardless of how advanced AI solutions are becoming. What you know about your business, its regulation and its approach to governance is a key part of the mix. In fact, there is an awful lot you can do with 'retrieval-augmented generation' using the power of LLMs to do the heavy lifting, with its reference point tied to specific domain expertise which you provide as a guide
• Letting agentic AI loose outside of very closely controlled situations would be a very bold choice as compared to the rest of the market
• DORA and, perhaps strangely to a lesser extent, the AI Act are seen as useful guardrails in terms of contracting requirements to apply in supply chains.

Summary of findings

A slightly more detailed summary of the main findings themselves is as follows:

• Around 65% of European insurers already use GenAI, with a further c23% planning to do so within 3 years (showing rapid take up within the sector)
• Almost 50% of respondents to the survey have a dedicated AI policy, double the 2023 level. Among GenAI users, that increases to almost 70%, with 16% expecting to develop one within 3 years
• 64% of use cases are back-office/internal, with an internal efficiency-first approach seeming to be the trend
• 'Human in the loop' remains a core principle, with limited appetite to let agentic AI loose (particularly in the context of customer facing workflows)
• 'Retrieval-augmented generation' is one of the most common ways of using proprietary data as a reference point in the context of employing the power of large language models (LLMs)
• 'Hallucinations' (plausible but inaccurate or fabricated output) are seen as the top risk – with a range of techniques applied to try to spot where that occurs
• Governance frameworks are focussing on transparency of processes, documentation and audit trails and managing dependencies on third-party LLMs. Prompt and output logging, and consistency checks being key parts of these efforts
• EU digital resilience frameworks are key in managing supply chain risk, with DORA seen as particularly important in maintaining sufficient oversights of critical third parties (which many of the large GenAI providers will perhaps inevitably become, if they aren't already). 

Please get in touch with any of RPC's multi-specialist AI team if you need any help on your AI journey.

The Court of Appeal hearing of the appeal in Mazur was set to begin in at 2pm on Monday 23 February 2026, and the court took the unusual step of locking down the live feed of the hearing.

Rather than broadcasting the appeal on its YouTube channel in the usual way, the court ordered on the Friday before the hearing that only those with written permission from the court could view the proceedings. Applicants were required to confirm that they would be geographically located within the jurisdiction of England and Wales whilst watching, and provide reasons why they want to watch the proceedings – and explain why it would be in the interests of justice to do so.

The measures, which were made of the Court of Appeal's own volition, were explained by the court as necessary to manage the great public interest, including interest from media representatives and members of the public.

Meanwhile, CILEX, which is intervening in the proceedings, has shared its skeleton argument with the Law Gazette, who reported that CILEX intends to argue that Parliament never intended the Legal Services Act to alter the settled position that solicitors could conduct litigation through unauthorised but supervised staff. The Law Society and the SRA, who are both opposing the appeal, will make their submissions on Wednesday afternoon, with the Legal Services Board and Julia Mazur also making submissions before CILEX responds on Thursday afternoon.

Court rejects prolific fare dodger’s bid to derail prosecutions using Mazur argument

The uncertainty caused by the decision in Mazur continues to swirl as our Court systems starts to see the decision being deployed in an attempt to strike out claims before they have really started.

Prolific fare dodger, Charles Brohiri, sought to argue that 39 of his 113 offences should be dismissed in full as they had been commenced by 'lay prosecutors' in contradiction of the decision of Mazur, which held that the conduct of litigation is a reserved legal activity. A lay prosecutor is someone who does not hold a formal law degree or legal qualification but initiates or presents criminal cases.

The Judge ruled that Mazur had no relevance in this case as a lay prosecutor could commence proceedings as an exempt person under the Legal Services Act 2007, here, because they were an employee of Govia. The Judge also ruled that it was clearly not the intention of parliament to nullify this type of prosecution and that, in any event, the Court had granted rights of audience through practice and conventions for those individuals.

Whilst the judgment handed down is currently awaiting appeal, it is expected (and hoped) that as the decision is considered further by the Courts and Judges, clarity will be provided on the legal position for firms and individuals alike.  

Ministry of Justice's proposal to fund justice system from interest on solicitor's client accounts

The Government is consulting on a proposed 'Interest on Lawyers' Client Account Scheme' (the Scheme), through which it says the legal sector would contribute to ensuring the long-term sustainability of the justice system.   

The Scheme, which is said to be similar to models used in several other overseas jurisdictions, would apply to all regulated legal services providers and would require providers to remit to government 75% (but potentially up to 100%) of the total interest generated on pooled client accounts, and 50% of interest generated on individual client accounts. 

Under the Scheme:

1. Client money is deposited in an account meeting the Scheme's core requirements, including paying a rate of interest comparable to other interest-bearing accounts offered.
2. Interest is generated daily and credited to the account periodically.
3. A proportion of that interest is transferred to the Scheme administrator periodically.
4. Interest remaining is left in the account to be managed as usual by the provider, subject to rules on interest set by regulators.

Opening the consultation, Lord Chancellor David Lamy said that 'law firms thrive when the system is strong, so it follows that they should contribute to strengthening justice'. The consultation refers to other jurisdictions with similar schemes as examples, such an Australian scheme that funds the regulation of the profession and provides grants. However, the government's proposals would fund the MoJ's central account but would not allocate funds to specific projects.

There are concerns that many firms are dependent on client account interest and would fail without this income. A Solicitors Regulation Authority consultation on consumer protection found that 5-10% of UK law firms would experience 'financial failure or serious financial consequences' without the income from client account interest if they do not raise fees. The majority will be smaller high street firms which makes the possible consequence of fees rising detrimental to access to justice.

Further criticism has highlighted potential loopholes that firms could pursue, such as negotiating better conditions with their banks (such as lower interest on borrowings) in return for not earning interest on their client accounts.

The consultation seeks information from legal services providers as to how they currently treat client account interest, and views on what impact that the Scheme may have.  The closing date for responses is 9 February 2026.

"No win, you could still incur some charges, and if you do win, there will be fees, disbursements and possibly more that you will need to pay for"

This description is not quite as 'catchy' as the well-known 'no win, no fee' reference that is made to conditional fee agreements. However, this may be more akin to the transparency that the government is calling for in respect of these fee agreements. 

The Justice Minister is calling on the SRA and Financial Conduct Authority for tighter regulations on conditional fee agreements. Their aim is to avoid consumers being exposed to potentially unexpected fees as a result of poorly explained agreements.

Both regulators are alive to the issues and are already taking steps to improve the position for consumers. On 28 January 2026, the SRA issued a warning notice in respect of "'no win, no fee' and other fee arrangements in high-volume consumer claims". The SRA say that this is in "response to evidence of widespread poor practice in the sector, which is putting the public at significant risk". The warning notice reiterates the potential enforcement action that may be taken against firms if there is a failure to adhere to the relevant principles. We can expect to see the SRA apply a firm approach when investigating and dealing with issues that now arise. Firms would be wise to take heed of this warning and ensure that they fully comply with their obligations when entering into these agreements. Transparency for the consumer is key!

Could you be liable for AI-use (or failing to use AI)?

The UK Jurisdiction Taskforce (UKJT) has published a consultation on its draft Legal Statement on Liability for AI Harms under private law in England and Wales.

In the Legal Statement, AI is defined as "a technology that is autonomous", given that there is no one universal, or legal, definition.

The Statement emphasises that AI has no legal personality and liability must be attached to legal persons in the private law of England and Wales i.e. the laws of contract, tort and statutory product liability.

Professionals including lawyers, accountants, architects and clinicians who owe contractual and tortious duties to their clients to exercise reasonable care and skill, must be cautious when using AI in the course of their work to avoid liability.

Breaches of these professional duties may occur if a professional fails to conduct proper due diligence on AI systems, or uses a tool without a sufficient high-level understanding of the tool's operations and limitations. Professionals must ensure transparency with clients in respect of significant AI use, and not mishandle confidential or privileged information, for example, by inputting sensitive information into an AI chat tool that is not secure. A lack of human oversight over the outputs of AI systems generally, and failure to 'fact-check' AI-generated content, particularly in the context of high-stakes decisions (for example in clinical, litigation and transactional settings), is likely to constitute a breach of professional duties. A client relying on an AI-generated statement shared by a professional could amount to negligent misrepresentation, if the statement is in fact false and the client suffers some detriment as a result.  

Alternatively, failing to use AI, if appropriate, in circumstances where it is increasingly becoming standard practice could also be negligent.

The Statement makes clear that professionals should ensure appropriate AI use, rather than avoiding its use entirely.  Firms should familiarise themselves with the statement to ensure that they understand their exposure to liability for AI-related harms. 

SRA reveals its plans to shape up following LSB sanction

The SRA has published an implementation plan to respond to the binding directions made by the LSB to the Law Society. The Legal Services Act 2007 gives the LSB powers to sanction a regulator that it is concerned is failing to meet the required standard, including by issuing binding directions or, in extreme cases, by intervening into or ordering the cancellation of its approval as a regulator. The LSB exercised these powers in May 2025, issuing binding directions requiring the SRA to improve the way it identifies and responds to risk. The LSB's actions arose from an independent report it commissioned, which led it to conclude that the SRA's conduct has had, or is likely to have, an adverse impact on its regulatory objectives.

The SRA's response confirms that it will review the current regulatory rules relating to governance, risk management, authorisation, client money protection, authorisation, client money protection, the oversight of firm sales, mergers and acquisitions, and pre-intervention process. The SRA intends to make improvements to record keeping, training and guidance, consumer impact assessments, periodic reviews, and data and market intelligence.

The SRA implementation plan will likely have a big impact on firms with changes expected to the regulations regarding:

• How the SRA deals with firms with financial instability.
• How the SRA controls and checks the way firms handle client money.
• The circumstances when firms must notify the SRA of a significant change to their profile due to sales, mergers and acquisitions.
• The circumstances in which individuals can hold more than one role in a firm e.g. compliance officer, MLCO, owner etc.

The SRA will submit an application to the LSB for any proposed changes to the regulations by the end of May 2026. It is unclear, at present, the precise changes the SRA intends to make but firms should expect changes to the rules on individuals' roles in law firms (with potential changes to individuals who currently hold those roles), the reporting of firms' finances (including client accounts) and, the rules on sales, mergers and acquisitions. The proposed changes are likely to lead to increased SRA scrutiny of firms, including individuals with significant control, particularly in relation to operational and financial decisions about how the firm is run, with a view to protecting consumers and the public from any potential resulting harm. It is important firms stay informed of the proposed changes to ensure firms comply with their regulatory duties.

The SRA's full implementation plan can be found here. 

To disclose or not to disclose – where do firms stand on instant messages?

In the current day, more and more lawyers are communicating with their clients via instant messaging software such as WhatsApp. But should those messages be disclosed to the Court within the matter file?

The Court has considered whether such messages could be disclosable in the case of MacInnes & another v DWF Law LLP [2025] EWHC 3252 (SCCO). The case concerns a costs assessment in an arbitration matter in which the Defendant was ordered to provide a 'complete digital copy' of their file. The Claimant alleged that the Defendant had failed to comply with the order by failing to disclose a series of WhatsApp messages. The Defendant refuted this, claiming WhatsApp and MS Teams messages did not form part of the file, were not saved to the file and so were not disclosable.

The Judge held that where a firm decides to use WhatsApp in place of communication via a letter, call or email, they should have a means of recording and evidencing that correspondence. The Judge noted that, on that basis, the messages could form part of a required disclosure. The Judge decided that the key was whether the firm charged for the work. In this case, as the Defendant had recorded the messages as fee earning time, the messages should have been disclosed, and they were found in breach of the order.

It is important that firms which conduct business through messaging services like WhatsApp have robust policies and procedures, and where fees are being charged to the client for that time, those messages must be saved to their file in order to avoid opening themselves up to litigation or regulatory risks. 

Independent Investigation into the Law Society of Singapore for allegations of workplace issues

The Law Society of Singapore (LSOS) has commissioned an independent investigation into its workplace culture and governance following allegations of a myriad of internal workplace issues which surfaced in an online Reddit post in September last year, and which are reported to have precipitated the departure of close to one-third of its 70-strong workforce over the course of 2025.

Established as a statutory body under the Legal Profession Act in 1967, LSOS occupies a critical position within Singapore's legal ecosystem, performing a dual representative and regulatory function. At its core, and consistent with the role performed by most bar associations around the world, LSOS supports and represents its approximately 6,400 members – comprising locally qualified advocates and solicitors, as well as foreign qualified lawyers – through professional development and training, advocacy on issues impacting the interests of legal professionals and the provision of practical resources / mentorship programmes.

Concurrently, LSOS also performs an important outward-facing regulatory role directed at maintaining public confidence in the legal profession, including by investigating allegations of misconduct, enforcing professional standards and, where necessary, initiating disciplinary proceedings against contravening individuals and firms.

Against this backdrop, it is perhaps slightly ironic that the body tasked with monitoring behaviour and enforcing standards across the legal profession in Singapore has itself become the subject of widespread public scrutiny and criticism following the online post, which attracted significant attention due to its scathing allegations concerning LSOS's workplace culture and governance, and which specifically raised concerns regarding:

• The poor treatment of staff, including allegations of bullying, burnout, and inadequate grievance processes to appropriately investigate claims of sexual harassment;
• Governance and leadership oversight, including decision-making transparency and accountability within senior management; and
• Financial controls and expenditure oversight, particularly in relation to overseas travel and approval thresholds.

Late last year, the audit committee of LSOS reportedly commissioned local Singaporean law firm TSMP Law Corporation to conduct an official probe into the veracity of the allegations. While no official report has been submitted by TSMP as of early 2026, we expect it to only be a matter of time before details of the findings hit the public domain, spurred by the Ministry of Law's recent comments that it looks forward to a full and thorough investigation being carried out 'as expeditiously as possible.'

With thanks to additional contributors: Sally Lord and Aimee Talbot

Disclaimer: The information in this publication is for guidance purposes only and does not constitute legal advice. We attempt to ensure that the content is current as at the date of publication, but we do not guarantee that it remains up to date. You should seek legal or other professional advice before acting or relying on any of the content.

If there are any issues on which you'd like more information (or if you have any questions or feedback), please do let us know or get in touch with your usual contact at RPC.

Raj and Varsha Sehgal (the Purchasers) acquired a fourth-floor apartment in 20 Grosvenor Square, London, together with a car parking space and a basement storage unit, under a single contract for a single premium of £18.25m. The apartment and parking space were acquired via the assignment of long leases (each exceeding 900 years), while the storage unit was acquired under a separate 20-year lease, granted on the same day and registered under a separate Land Registry title.

A single SDLT return was filed on the basis that the acquisition was wholly residential and subject to the higher rates of SDLT. The Purchasers later sent a letter to HMRC amending the SDLT return and requesting a refund of £1.75m, contending that the transaction attracted non-residential (mixed-use) rates because there was a right to use shared amenities, such as a communal garden, gym, spa and children's play area (the Refund Claim). 

HMRC issued a closure notice refusing the Refund Claim, and the Purchasers appealed the closure notice.

At HMRC's internal review stage, the Purchasers raised an additional argument that non-residential rates applied because the transactions included the storage unit lease, which was not residential. 

HMRC rejected the claim on the basis that the transaction was wholly residential, asserting that the storage unit was not a separate non-residential interest, but was appurtenant to, or subsisted for the benefit of, the apartment.

The Purchasers appealed to the FTT.

FTT's decision

The appeal was allowed.

Nature of the transaction

The FTT found that the acquisition of the apartment and the acquisition of the storage unit were separate land transactions, albeit linked. Each involved a distinct legal interest in separate land which could, in principle, have been acquired by different people. The fact that they were acquired under a single contract for a single price, was not determinative for SDLT purposes.

In any event, even if there had been a single transaction, the storage unit lease was not “an interest or right appurtenant or pertaining” to the apartment, for the purposes of section 43(6), Finance Act 2003. Unlike easements over communal areas considered in earlier cases, the storage unit lease had an independent legal existence. It was granted under a separate lease, could be assigned or underlet independently (subject to restrictions), and did not automatically pass with the apartment.

Residential property

The FTT also rejected HMRC’s argument that the storage unit constituted residential property for the purposes of section 116(1)(c), Finance Act 2003. Although its use was restricted to private residential storage, the lease did not subsist for the benefit of the apartment itself, but for the benefit of whoever held the storage unit lease from time to time. The storage unit could benefit different apartments, or none at all, and therefore lacked the necessary identification with the dwelling.

Accordingly, as the relevant land included non-residential property, the lower non-residential SDLT rates applied and the Purchasers were entitled to a refund of £1.75m.

Comment

The FTT commented, at paragraph 167 of its decision, that this appeared to be a surprising result given the relatively small value of the storage unit. However, the SDLT legislation unambiguously provides that residential rates only apply if the relevant land consists entirely of residential property, the FTT considered that Parliament would not have used this word unless this was the intended outcome.

This decision is significant and will be of wider interest due to the significant difference between residential and non-residential rates of SDLT. Given the number of properties which are sold (or could be sold) with storage units, it would not be surprising if HMRC seek to appeal this decision to the Upper Tribunal.

The decision can be viewed here.

For anyone who would like to discuss the Proposals, please feel free to get in touch with Whitney Simpson, Faheem Pervez or Ben Simmonds.

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