Management buyouts – An alternative approach to exit and succession

When developing your business exit and succession strategy, you must consider all possible avenues, including those which might not seem so obvious.

A management buyout (MBO) is one such approach that has gained traction for its flexibility and the ability to leave your business knowing that an experienced team is in place to run it.

With support from professionals, MBOs could be a smart planning move that leaves your business in a position to grow.

Is an MBO right for your business?

An MBO involves the existing management team of your business, whether that be a single director or the entire team, buying the business from you and continuing to run it.

This follows a period of negotiation and valuation of the business when you and your team decide on how much of the business they will buy, what assets are included and the terms of your exit.

This form of buyout provides a smooth transition with minimal disruption to business operations but may also allow the new owners to apply their vision to the business.

MBOs may be particularly suitable for companies with:

  • Strong market potential but poor performance
  • A cohesive existing leadership team
  • A long-term goal of growth or sale to a group
  • No family interest in taking over the business

The funding for this purchase usually involves a combination of personal equity from the managers themselves, along with external financing.

MBOs as an exit strategy

MBOs provide a seamless leadership transition, preserving the existing corporate culture and operational continuity.

This offers assurance to the owner that the business will continue in safe hands and that a growth plan is in place.

Additionally, they assure employees that the interests of the existing business align with those of the new owners, reducing the risk of clashes and low staff retention.

When the time comes for you to retire or move on, consider approaching your management team to discuss the possibility of an MBO, including any questions or concerns from your staff.

In all, MBOs are a compelling exit strategy for founders and business owners wanting to leave their businesses in safe hands.

For advice on MBOs and how to proceed with an exit strategy, please contact our team today.

Three great reasons to file your tax return early

We often find that clients begin to show signs of stress when the Self-Assessment tax return deadline approaches.

This is just one of the reasons we recommend you file your return early, but there are numerous other benefits.

Here are three key reasons to consider submitting your tax return sooner rather than later:

  1. Avoid last-minute stress

As mentioned above, filing your tax return early can significantly reduce the stress associated with meeting the deadline.

Rushing to compile and submit your financial information at the last minute also increases the likelihood of errors and omissions, which can lead to penalties and additional scrutiny from HM Revenue & Customs (HMRC).

By completing your tax return early, you allow yourself ample time to review your documentation, ensure accuracy, and seek professional advice from your accountant.

This preparation time can be invaluable, particularly if your financial situation is complex or if you encounter unexpected issues.

  1. Better financial planning

Submitting your tax return early provides a clearer picture of your financial situation for the year.

This information is crucial for effective financial planning and decision-making. Knowing your tax liabilities well in advance enables you to manage your cash flow and make better-informed decisions about investments, savings, and expenses.

Early filing also allows you to identify potential tax savings opportunities, such as allowable deductions and reliefs, that you might otherwise overlook in a rushed preparation.

  1. Quicker refunds and reduced penalties

If you are due a tax refund, filing your return early ensures you receive it sooner, further improving your cash flow.

Timely refunds can be particularly beneficial for reinvesting in your business or managing personal finances.

Conversely, if you owe tax, early filing gives you more time to create a payment arrangement with HMRC, helping you avoid late payment penalties and interest charges.

Early filing also reduces the risk of missing the deadline and incurring automatic late filing penalties, which can add unnecessary financial strain. Penalties and interest charges can quickly accumulate.

The bottom line

To take full advantage of the above-mentioned benefits, you should speak to your accountant about preparing your tax return well in advance of the deadline.

For help with any aspect of your tax return, please get in touch with one of our team. 

New advisory fuel rates for electric company cars

HM Revenue & Customs (HMRC) has recently announced new Advisory Fuel Rates (AFRs) that will take effect from 1 June 2024.

These changes include a reduction in the Advisory Electric Rate (AER) for electric vehicles – which can be highly tax efficient.

Many businesses have invested in electric fleets, which presents a slight problem for business owners.

Should you reduce your rates in line with the AER or stick with your current rates? Here’s everything you need to know.

Key changes in the AFRs

Below is a breakdown of the key changes made to the rates – these are advisory, however, so you have no obligation to follow them to the letter.

  • Electric vehicles: The AER has been reduced from 9 pence per mile (ppm) to 8ppm. This rate is intended to cover the cost of electricity used for business travel by electric company car drivers.
  • Petrol: Rates have increased by 1ppm for engine sizes up to 2,000cc, and by 2ppm for engines over 2,000cc.
  • Diesel: Rates have increased by 1ppm across all engine sizes.
  • LPG vehicles: Rates remain unchanged across all engine sizes.

How does the AER calculation work

In essence, the AER is derived from data on electricity costs and vehicle consumption rates.

The Department for Energy Security and Net Zero (DESNZ) provides the annual “pence per kilowatt hour” cost, which is then adjusted quarterly by the Office for National Statistics (ONS) Consumer Prices Index for electricity.

This data is combined with vehicle-specific electricity consumption rates and business car sales data to calculate a weighted average cost per mile for fully electric cars.

The Association of Fleet Professionals (AFP) suggests having different rates based on access to home charging and vehicle type (cars versus vans) which could provide a more accurate reflection of actual costs and improve fairness among employees (this is yet to be implemented).

Responding to the changes

You’ll want to review how the new AER compares to the actual costs incurred by your employees for charging their electric vehicles.

If the new rate falls short, consider whether this might lead to dissatisfaction or financial strain for your employees.

It’s important to remember that although HMRC sets the advisory rates, businesses can set their own reimbursement rates.

So, if the new AER does not cover the true costs, you might want to consider offering a higher reimbursement rate to ensure employees are not out of pocket.

We can provide tailored advice to ensure your reimbursement policies meet both regulatory requirements and the needs of your employees.

For more information, or guidance based on your unique circumstances, please get in touch

The increase to Companies House fees: What you need to know

As of 1st May 2024, Companies House has implemented revised fees, marking a significant change in the cost structure for various services.

This adjustment stems from the Economic Crime and Corporate Transparency (ECCT) Act, introducing measures that inevitably increase operational costs for Companies House.

Understanding the impact

The fee revisions encompass a range of services, each carrying its own implications for businesses.

Notably, the fee for an annual confirmation statement, when submitted digitally, has surged to £34, compared to the previous rate of £13.

This increase represents a substantial adjustment and demands careful consideration from businesses, especially those accustomed to the previous fee structure.

Strategic considerations

Given the recent changes, businesses are urged to assess their filing schedules and plan accordingly.

For a comprehensive breakdown of the prices that have taken effect from 1 May 2024, businesses can refer to the official source provided by Companies House: Changes to Companies House Fees.

This resource serves as a valuable reference point for understanding the specific fee adjustments and their implications for businesses of varying sizes and industries.

Seeking expert guidance

Navigating these fee adjustments and the broader implications of the ECCT requires a nuanced understanding of company law and compliance obligations.

As such, businesses are encouraged to seek professional advice and support to navigate these changes seamlessly.

Our company secretarial experts are ready to assist businesses in adapting to the revised fee structure and ensuring continued compliance with regulatory requirements, so speak to us.

Using an iPhone? Keep an eye out for tax refund scammers

HM Revenue & Customs (HMRC) has warned that a new wave of fraudulent text messages is targeting taxpayers using iPhones, claiming that recipients are owed tax refunds and must supply personal information to receive them.

Some recipients are also being asked to follow a link to access their refund, which is disguised to appear legitimate.

This latest incident comes as HMRC-related scam messages rise sharply, growing by 36 per cent per annum between January 2022 and January 2023.

Recognising an incident

HMRC is aware of the issue and is working to tackle it. It has urged taxpayers to be cautious and be on the lookout for any fraudulent communications purporting to be from HMRC.

This includes text messages, as well as emails, phone calls, social media and WhatsApp messages, both on Apple and other devices.

HMRC has also warned recipients of these messages to exercise caution when asked to act quickly or send personal details via text message – as these are common warning signs of fraudulent activity.

Finally, it has confirmed that it avoids using methods of communication commonly used by fraudsters, particularly steering clear of requesting personal details via text message.

If you are concerned about communications relating to a tax refund, contact your accountant for advice.

Reporting an attack

The issue that many taxpayers are facing with this new campaign of scam messages is that it is difficult to report and block the number.

Fraudsters are using legitimate business phone numbers or Apple accounts to send messages, meaning they often cannot be blocked by the recipient.

Many recipients are also facing issues in reporting scam messages to Ofcom’s designated anti-spam line because they are often sent from legitimate business numbers.

For further advice on tax, tax refunds and staying safe as a taxpayer, please contact our team today.

New accounting practices outlined for LLPs

The Consultative Committee of Accountancy Bodies (CCAB) has released the 2024 edition of its Statement of Recommended Practice Accounting (SORP) for Limited Liability Partnerships (LLPs).

CCAB is appointed by the Financial Reporting Council (FRC) to oversee the SORP for LLPs, ensuring that such businesses can present financial statements and accounts similar to those of other businesses, such as limited companies.

LLPs can present a challenge as they incorporate elements of limited companies and general partnerships.

Partners bear financial responsibility for the business, but only up to the value of the capital that they have contributed.

For this reason, CCAB regularly issues updated guidance for accounting rules for LLPs – with new rules applying to accounting periods (APs) beginning from 1 July 2024.

Remuneration changes

The most recent changes include guidance on sharing group profits and post-retirement payments for partnership members.

The latest SORP for LLPs dictates that, where an LLP has members who provide capital to the business, but where some do not provide ‘substantive services’ to the business, the automatic right to a share of the LLP’s profits should be treated as a return on capital – i.e. a share in future profits of the LLP.

Additionally, the SORP confirms that, if a former member is classed as an employee, post-retirement payments are covered by Section 28 of FRS 102.

It further outlines that LLP obligations towards members post-retirement are covered by FRS 102 and 103, including:

  • Insurance contracts – Contracts which carry varying liability, for example when the total amount payable by the LLP is significantly affected by the longevity of the retiree.
  • Share-based payments – Where a contractual obligation meets the definition of a share-based payment, this will fall in the scope of Section 26. For example, a retiree with an equity interest in the business may be entitled to a specific percentage of disposal proceeds if the LLP is sold.

Reporting requirements

With regard to financial reporting, new disclosure requirements have been included in the latest SORP, particularly for notes to the accounts, which must include:

  • A decision on where loans and debts due to members sit concerning other unsecured creditors in the event of a winding-up petition
  • Protections afforded to creditors which cannot be revoked by members
  • The amount of debts owed to the LLP by members
  • Policies which relate to members contributing funds to the LLP and to repayments by the LLP

LLPs must also detail their policy for drawings on account and divisions of profit.

For further advice on accounting rules for LLPs, contact our team today to discuss your needs.

Are you ready for changes to LLP salaried member rules?

HM Revenue & Customs (HMRC) has issued its updated guidance on salaried members in limited liability partnerships (LLPs), in relation to capital contributions.

Currently, LLPs incorporate elements of both partnerships and limited companies, limiting the liabilities of each partner to the amount of capital they put into the business.

Partners are typically considered to be self-employed owners of the business rather than employees, but LLPs do allow for certain partnership members to be treated as employees – known as salaried members.

Defining employees

In an LLP, salaried members must meet the following conditions:

  • At least 80 per cent of the amount payable by the LLP to the individual takes the form of ‘disguised salary’ – not variable or affected by the financial performance of the business.
  • They do not have significant influence over the affairs of the LLP.
  • Their capital contribution is less than 25 per cent of their disguised salary.

Targeted anti-avoidance rules (TAAR)

The TAAR is designed to stop individuals from intentionally avoiding classification as a salaried member.

The rule states that: “In deciding whether an individual is a salaried member, no regard is to be had to any arrangements the main purpose, or one of the main purposes of which, is to secure that the individual (or that individual and other individuals) is not a salaried member.”

This means that, when determining if someone should be considered a salaried member, any plans or agreements that are set up primarily to prevent that classification will not be considered. This ensures that the decision is based on the actual job conditions and responsibilities.

What has changed?

HMRC has updated its guidance on salaried members, particularly concerning the alteration of capital contributions.

Members of a partnership may try to change their individual capital contributions to ensure they do not exceed the limit of 25 per cent of disguised salary.

For example, if an individual’s expected disguised salary rises, they may contribute additional capital to avoid being classed as a salaried member.

However, updated rules state that the TAAR can still be applied even when avoidance measures constitute a genuine contribution to the partnership by the individual.

In this case, the additional capital would not be counted, and the individual could be classed as a salaried member.

Why is this important?

Whether an individual is classed as a partner in an LLP, or a salaried member determines how their income will be taxed.

An employee will be taxed via PAYE and the partnership must pay Class 1 employers National Insurance.

By contrast, a partner must report their income via Income Tax Self-Assessment (ITSA) and is responsible for the payment of tax on any income earned via the partnership.

We can advise you on structuring your business in a tax-efficient way while remaining compliant with the latest legislation. For further support, contact a member of our team.

Gratuities and tips – What the delay to the Employment (Allocation of Tips) Act 2023 means for you

The Department of Business & Trade (DBT) has released the finalised draft of the Code of Practice on Fair & Transparent Distribution of Tips – the next step towards bringing the Employment (Allocation of Tips) Act 2023 (the Act) into force.

The Act will require businesses, where tips and gratuities are provided by customers, to pass on 100 per cent of these payments to staff through a fair distribution method, without withholding any amount to cover costs.

The long-awaited Code of Practice offers clarification on some key points within the legislation – most significantly, that requirements within the Act will be delayed until 1 October 2024.

This offers hospitality businesses an additional three months’ grace if they are implementing tronc management systems for the first time and make any further preparations required.

How to prepare

The requirements of the Act present two major areas in which business owners need to prepare to be fully compliant with regulations:

  • Implementing a tronc system
  • Cash flow planning to cover costs

From now until 1 October, we urge businesses to look at the solutions they have in place and identify areas where improvements could be made.

Troncs and troncmasters

Under the new legislation, hospitality business owners will be required to store and distribute tips and gratuities paid to staff through a tronc – the system that a business uses to pool and distribute tips.

As part of your compliance efforts, you will need to decide on how you will define ‘fair distribution’, as well as appoint a troncmaster who is responsible for distributing tips through the tronc system.

Cash flow planning

The most significant element of this legislation is that employers are no longer allowed to withhold a portion of tips paid by customers to cover costs, such as card payment charges or the cost of a tronc scheme.

If you have previously done this, you will now need to plan how to cover these costs through your existing cash flow.

For further guidance on the impacts of this new legislation, please contact a member of our team.

SME recovery continues as sustainability and growth take centre stage

In its latest research into the UK’s SME economy, NatWest Group has identified an encouraging trend among the country’s independent operators, as SME growth continues for the fifth consecutive month.

Two sectors led the charge, as the service industry continues to be a significant driver of growth, while the manufacturing sector enjoyed expansion after a period of stagnation.

Summarising its overview of the SME economy, the Group employs its NatWest SME PMI Business Activity Index to quantify SME growth, with a reading of 50 or above signalling a general expansion among UK SMEs.

Recorded at 52.6 in the first quarter of 2024, the Index reveals sustained growth for SMEs that prioritise long-term success over short-term figures.

However, individual sectors were not the focus of this latest research – that title goes to the potential for future sustainability and investment.

Investing in sustainability

It may come as little surprise that the latest report found investment in energy efficiency and green working practices to be a major priority for 36 per cent of SMEs in the coming year.

With 18 per cent planning to invest within the next 12 months, and a further 41 per cent set to invest within five years.

It seems that the benefits to SMEs of sustainable processes are becoming more widely acknowledged and accepted.

From a financial perspective, the long-term benefits of sustainability are considerable, including access to additional tax relief and funding.

Additionally, adopting cutting-edge working practices to support sustainability inevitably has a positive impact on overall efficiency as businesses seek a return on investment beyond ESG objectives.

Planning cash flow for growth

It is evident from the report’s findings that SMEs are going to need sufficient access to funds to facilitate growth in the coming years if this pattern is going to continue.

Central to this is going to be cash flow planning, particularly if costs continue to rise and SMEs face accompanying financial challenges.

We typically recommend that SMEs create a healthy cash flow through:

  • Forecasting future cash flow to support long-term plans for investment
  • Maintaining liquidity reserves to cover unexpected expenses
  • Utilising financing options such as bank loans, lines of credit, or even trade credit
  • Regularly reviewing and managing costs through automation or new supplier contracts, for example

For support with making sustainable investments or growing your business, contact a member of our team to discuss your needs.

P11D – Remember to report before the July deadline!

With the 6 July deadline nearing, it is essential to understand the updated reporting requirements for Class 1 National Insurance Contributions (NICs) on benefits in kind (BIKs).

Employers offering benefits, such as private healthcare, living accommodation, travel expenses, and company cars must report additional NICs through the payroll process or on a P11D form.

Significant changes are coming, however, that will simplify reporting BIKs through P11D forms for each employee receiving taxable benefits.

Employers currently have the option to manage BIKs directly through their payroll, a method known as ‘payrolling’, which must be set up before the tax year begins.

Otherwise, P11D forms need to be submitted online by 6 July following the tax year end.

Employers must also report the amount of Class 1A NICs via the P11D(b) form and ensure payments are made to HMRC by the 22 July deadline.

Late submissions can result in penalties of £100 per 50 employees for each month the forms are overdue.

All taxable benefits, excluding exempt expenses like business travel, business entertainment, and uniforms under specific conditions, need to be reported.

Certain trivial benefits are not taxable and thus exempt from reporting.

Remember from April 2026, it will become mandatory to report and pay Income Tax and Class 1A NICs on BIKs through payroll software, reducing administrative burdens due to the P11D and simplifying compliance.

If you have any queries about P11D reporting or any other payroll processes, please get in touch.