I focus primarily on investment funds and investment managers, and I am lucky to be involved in a large variety of matters, ranging from several very large new fundraisings and subsequent closings for private fund managers, including a fund whose strategy will be to invest globally in impactful decarbonisation and carbon removal projects, to assisting several new managers establish their businesses and raise their first funds. I’m also involved in HM Treasury’s ongoing UK asset holding company proposals, structuring receivables transactions in respect of various physical commodities, advising on several European real estate transactions by investment funds, a tricky restructuring to deal with recent Portuguese real estate tax changes, advising on tax litigation claim sales and advising several large institutional investors on their investments in third party funds and products, to list just a few examples. It certainly keeps life very interesting!
What is one of the most valuable things you learned at the start of your career?
As a second seat tax trainee, I saw first-hand the value of having a ‘door always open’ policy and making time for others, no matter how busy. Making time for colleagues and helping them develop benefits everyone, and it makes for a very healthy environment.
What new measures have caught your eye?
A welcome recent development has been the UK government’s proposal to introduce a new and advantaged tax regime for UK asset-holding companies (AHCs) for investment funds, which moved a step closer to reality with the release of draft legislation in July. But there are a number of areas where the draft legislation leaves room for improvement, particularly around the ownership condition, given that fund managers often have a range of products that may look to use UK AHCs. There can be a risk of initial interia with the introduction of any new tax regime unless it is simple to understand and use, so it is encouraging that the government is continuing to engage with industry on this issue.
It will also be interesting to see how the proposed changes to the UK REIT regime develop and what their practical implications might be. REITs are of course used in some below-the-fund structures but the complex nature of the regime, the qualification conditions and ongoing obligations have meant that a careful cost benefit analysis needs to be undertaken to determine whether alternative below-the-fund holding structures may be preferable. However, the changes introduced in 2020, the various BEPS/ATAD II related rules that impose additional limitations on interest deductions for UK companies and the proposed increase to the corporation tax rate to 25% in 2023 mean that the UK REIT may be increasingly attractive where meaningful property income is envisaged. The proposed exclusion of investors to whom property income distributions (PIDs) may be paid gross from the holders of excessive rights rule would potentially enhance the range of circumstances in which a REIT holding structure might be suitable.
What issues have clients been raising recently?
The UK anti-hybrids rules continue to be a fairly significant theme on fundraisings and deals, although the most recent changes in FA 2021 have certainly helped. However, issues still crop up; for example, the new de minimis rule works better for master-feeder structures than for parallel partnership structures if there is no CIS aggregator partnership underneath. Early stage information from investors is crucial.
You might not know this about me but...
I enjoy quizzes and, in my youth, would on occasion call in to a national radio station’s current affairs quiz. I must have been about ten years old and remember the radio presenter saying he thought I would be a future prime minister. That calling didn’t hold any interest for me, but I did win a pencil for my quiz score that week!
I focus primarily on investment funds and investment managers, and I am lucky to be involved in a large variety of matters, ranging from several very large new fundraisings and subsequent closings for private fund managers, including a fund whose strategy will be to invest globally in impactful decarbonisation and carbon removal projects, to assisting several new managers establish their businesses and raise their first funds. I’m also involved in HM Treasury’s ongoing UK asset holding company proposals, structuring receivables transactions in respect of various physical commodities, advising on several European real estate transactions by investment funds, a tricky restructuring to deal with recent Portuguese real estate tax changes, advising on tax litigation claim sales and advising several large institutional investors on their investments in third party funds and products, to list just a few examples. It certainly keeps life very interesting!
What is one of the most valuable things you learned at the start of your career?
As a second seat tax trainee, I saw first-hand the value of having a ‘door always open’ policy and making time for others, no matter how busy. Making time for colleagues and helping them develop benefits everyone, and it makes for a very healthy environment.
What new measures have caught your eye?
A welcome recent development has been the UK government’s proposal to introduce a new and advantaged tax regime for UK asset-holding companies (AHCs) for investment funds, which moved a step closer to reality with the release of draft legislation in July. But there are a number of areas where the draft legislation leaves room for improvement, particularly around the ownership condition, given that fund managers often have a range of products that may look to use UK AHCs. There can be a risk of initial interia with the introduction of any new tax regime unless it is simple to understand and use, so it is encouraging that the government is continuing to engage with industry on this issue.
It will also be interesting to see how the proposed changes to the UK REIT regime develop and what their practical implications might be. REITs are of course used in some below-the-fund structures but the complex nature of the regime, the qualification conditions and ongoing obligations have meant that a careful cost benefit analysis needs to be undertaken to determine whether alternative below-the-fund holding structures may be preferable. However, the changes introduced in 2020, the various BEPS/ATAD II related rules that impose additional limitations on interest deductions for UK companies and the proposed increase to the corporation tax rate to 25% in 2023 mean that the UK REIT may be increasingly attractive where meaningful property income is envisaged. The proposed exclusion of investors to whom property income distributions (PIDs) may be paid gross from the holders of excessive rights rule would potentially enhance the range of circumstances in which a REIT holding structure might be suitable.
What issues have clients been raising recently?
The UK anti-hybrids rules continue to be a fairly significant theme on fundraisings and deals, although the most recent changes in FA 2021 have certainly helped. However, issues still crop up; for example, the new de minimis rule works better for master-feeder structures than for parallel partnership structures if there is no CIS aggregator partnership underneath. Early stage information from investors is crucial.
You might not know this about me but...
I enjoy quizzes and, in my youth, would on occasion call in to a national radio station’s current affairs quiz. I must have been about ten years old and remember the radio presenter saying he thought I would be a future prime minister. That calling didn’t hold any interest for me, but I did win a pencil for my quiz score that week!
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