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Doing business in the UK Contents

Executive summary 4 Disclaimer

Foreword 6 This document is issued by HSBC Bank plc (the ‘Bank’) in the UK. Introduction – Doing business in the UK 8 It is not intended as an offer or solicitation for business to anyone Conducting business in the UK 12 in any jurisdiction. It is not intended for distribution to anyone located in or resident in jurisdictions which Taxation in the UK 16 restrict the distribution of this document. It shall not be copied, Audit and accountancy 23 reproduced, transmitted or further distributed by any recipient. Human Resources and Employment Law 26 The information contained in Trade 30 this document is of a general nature only. It is not meant to Banking in the UK 34 be comprehensive and does not constitute financial, legal, tax or HSBC in the UK 36 other professional advice. You should not act upon the information Country overview 37 contained in this publication without obtaining specific professional Contacts 38 advice. This document is produced by the Bank together with PricewaterhouseCoopers (‘PwC’). Whilst every care has been taken in preparing this document, neither the Bank nor PwC makes any guarantee, representation or warranty (express or implied) as to its accuracy or completeness, and under no circumstances will the Bank or PwC be liable for any loss caused by reliance on any opinion or statement made in this document. Except as specifically indicated, the expressions of opinion are those of the Bank and/ or PwC only and are subject to change without notice.

The materials contained in this publication were assembled in March 2013 and were based on the law enforceable and information available at that time. Executive summary

The UK’s position, both • A company can be • New immigration rules geographically and in respect incorporated in the UK introduced in 2008 mean of business culture, puts it with same formation. that procedures for visiting at the centre of a diverse and working in the UK collection of markets and • It attracts an have changed recently and sectors. Its open market and internationally mobile and companies should ensure diversified economy present highly-skilled workforce. that they are addressing these. opportunities for new investors Special rules are in existence to access a domestic market • The headline tax rate for high net worth individuals and to use the location as from 1 April 2013 for and entrepreneurs investing a gateway to the rest of companies is 23%, which in the UK. the world. the government will be reducing to 21% by 2014. The government in the Based on the World Bank UK is actively addressing Doing Business survey, the • Foreign businesses coming opportunities for investors UK is ranked top in Europe to the UK should be aware to come to the UK through in terms of ease of doing that the accounts of all UK fiscal reforms. Whilst there business and fourth in the companies are subject to is a genuine drive to ensure world. It offers a number of public disclosure through that the UK has a simple competitive advantages as a the Registrar of Companies. and easy to understand legal hub for investors to conduct environment in which to do their business, which can be • It has one of the largest business, investors still need summarised as follows: treaty networks. to be aware of regulatory aspects relating to their specific • The UK is culturally a highly- • The scope of personal taxation sector, where appropriate. efficient place from which varies according to the length This document contains to access world markets. of the individual’s stay in the references to some common It boasts a central time zone UK and whether they are issues that investors should position, being ideally placed domiciled in the UK, allowing be aware of when operating between the markets of the foreign nationals to arrange in the UK, although specific East and West, good transport their tax affairs efficiently. advice on their particular infrastructure, accessibility With effect from 6 April 2013 circumstances should of language and familiarity a new statutory residence test be sought. of business culture for many should be introduced, providing new investors. certainty to individuals regarding their UK tax residence • The UK is a flexible and status. The government is business-minded location, also introducing a number historically recognised as of measures designed to a well-established and prevent tax avoidance and reputable jurisdiction in make the reporting in the UK which to conduct business. more transparent.

4

Foreword

The UK’s success in attracting you in expanding overseas. In Jacques-Emmanuel Blanchet Foreign Direct Investment the UK, our strong international Head of Commercial Banking, UK remains undiminished. The presence and dedicated global HSBC Bank plc World Investment report of relationship management team 2009 places the UK capital can help you negotiate the stock of foreign direct forthcoming opportunities and investment at US$1.0 trillion challenges. with only the USA recording a higher figure. This investment We hope our ‘Doing business is due to the fundamentals of in the UK’ guide will provide the UK economy boasting a you with some valuable insight large market, quality suppliers into the UK market. The guide and outstanding support has been co-written by HSBC networks. In addition the UK and PricewaterhouseCoopers. offers a springboard for growth Like HSBC, PwC has a strong to global companies and those global network and a deep aspiring to become global. understanding of the UK marketplace. Together we Through its merger with possess a wealth of experience Midland Bank in 1992, HSBC and teams of local experts has had a UK presence since ready to support your ambitions 1836, and now has 1,330 in this market. branches across the UK. With our headquarters in On behalf of HSBC I hope that London, HSBC is one of the you find this guide useful, and largest banking and financial would like to wish you every services organisations in the success in the UK economy. world. Thanks to our global connections, we are best placed to support businesses looking to invest in the UK market.

Trading internationally expands a business’ horizons, offering unique opportunities for growth, development and profit building. HSBC’s experience and range of solutions across trade finance means we are ideally positioned to support

6 Introduction Doing business in the UK

Welcome to our guide to Economic History • A flexible and business- doing business in the UK. In minded location; this publication we hope to The UK’s open market and provide you with an insight into diversified economy has • Accessibility of language; the key aspects of undertaking traditionally provided an active business and investing in the base for overseas investors • A familiar gateway into the UK and answer many of the and businesses. It has a rest of Europe and a member questions overseas businesses long and successful history of the EU; and entrepreneurs have when of trade with the rest of the making their first venture into world. In the current economic • A solid, credible and long- the UK market. climate, overseas investment established structure for is as important as ever to the companies to build businesses; Please note that the UK refers growth of the UK economy to the of Great and the government has been • One of the world’s global Britain and sending out a clear message financial centres; and consists of three distinct that the UK is very much jurisdictions: ‘open for business’. • A top-class environment for research and development work; • and ; Current advantages • Scotland; and for new businesses • Opportunity to raise capital • Northern Ireland. through the UK markets; and The UK is a large and dynamic Each of these has its own legal marketplace in its own right, • A wide network of Tax Treaties. system. Although the three but also benefits from being systems broadly adopt the an excellent gateway to other The UK does have a suite same approach to business, parts of the world. Foreign of regulatory practices that there are some important investors coming to the UK need to be considered when distinctions and accordingly, have experienced its many coming to the UK and there if you are planning to set up advantages, including: is still complexity of tax your business in Scotland or legislation, particularly related Northern Ireland, it is important • A deep pool of to overseas operations, although to seek expert local advice. workforce expertise; the government has recently This publication focuses on introduced measures to simplify issues related to doing business • Excellent transport links it in order to make the tax in and with the rest of the world; compliance process easier for broadly views the UK as a companies to understand. single jurisdiction through • A central time zone position which the laws of England and ideally placed between the Wales apply. markets of the East and West;

8 The economic environment with high levels of investment • the size of the company is Europe’s main funding The future from , France, to be assisted; and investment for research and The UK has recently seen , India, Canada and Italy, technological development. The government recently the impact of the worldwide and rapidly increasing levels • the type of project investment. introduced several new recession and during 2008 of investment from China The Enterprise Investment initiatives that aim to improve and 2009 the UK economy and Japan. These grants can cover capital Schemed (EIS) enables a basic the competitiveness of the UK shrank by around 6% (Office investment, job creation/ rate income tax reduction to in the world market and make of National Statistics). Office Traditionally, the export market safeguarding, R&D, property certain investors in new and it even more attractive to of National Statistics figures has focussed heavily on goods, development, training, energy existing business, provided that overseas investors. These show that GDP fell in the but an increasing proportion of and infrastructure investment. specified conditions are met. include several fiscal measures quarters one, two and four of exports now relate to services. All grants are discretionary to reduce the complexity of tax 2012. There was a relatively In respect of goods, the largest and businesses looking to The regulatory environment legislation for UK holding large increase during the third export areas in 2012 were oil obtain grants should not make companies. New legislation quarter of 2012 which was and gas, pharmaceuticals, road an irrevocable commitment The UK is an open market in was enacted in the Finance Bill widely attributed to the effect vehicles and chemicals, while in to an investment project prior which to do business. There 2012 and is relevant for of the London 2012 Olympics. the services sector, financial and to receiving a grant offer. are no currency or exchange accounting periods beginning Nevertheless, foreign direct business services accounted for In addition, further direct tax controls or restrictions on after 1 January 2013. investment in the UK has the largest proportion of service incentives were introduced for foreign investment and it has continued, emphasising its exports in 2012. The largest foreign nationals investing in been ranked fourth in the world The headline tax rate for importance as a destination market for UK exports remains genuine trading businesses in respect of the ease of doing companies from 1 April 2013 is for investment. the EU nd the US.1 in the UK. business, in the report by the 23%, with a further reduction World Bank. to 21% by April 2014 proposed. Key Sectors and Tax and grant incentives Set out below are just some Trading Partners examples of the existing Certain industries are subject These measures should further Various financial incentives grant schemes: to regulations, such as financial enhance the attractiveness of The UK has a highly-diversified and other forms of support services and utilities, and the UK as both a destination economy. The UK Inward can be obtained by businesses • Research and Development companies wishing to set up for investors and as a gateway Investment Report 2011/12 wishing to establish or develop (R&D): The UK Government in these sectors should seek to the world. produced by UK Trade and operations in the UK. The and European Commission specialist legal advice in respect Investment identified new availability and potential level have a range of grant schemes of these regulations. inward investment projects of grant support is influenced and support measures for across such sectors as by the following factors: businesses. These are explained Businesses should take steps software, engineering, in more detail further in to protect their company’s life sciences, environment • geographical location within this document. intellectual property, especially technology, ICT and finance the UK; as many rights are territorial and business services. • European Union Seventh in nature and therefore may • the number and quality of Framework programme for require active steps to ensure The report also identified the jobs created or safeguarded; research and technological protection and enforcement USA as the primary source development: The Seventh in the UK. of foreign investment in the UK, • the need for assistance; Framework programme

1 Source: Office for National Statistics

10 Conducting business in the UK Forms of business

The principal ways for a foreign • Keep registers of members, 3. Limited Liability investor or company to carry charges, directors and Partnership (‘LLP’) on business in the UK are company secretaries etc.; as follows: An LLP is a legal entity with • Deliver an annual return and a flexible organisational structure 1. UK establishment statutory accounts to the like that of a partnership. It must Registrar of Companies, have at least two members A UK establishment is either together with having the and all members have limited a branch or a place of business. accounts approved by the liability. Designated members An establishment is not a directors/shareholders; and have responsibility for: separate legal entity from the overseas parent and therefore • Have a registered office • Appointing an auditor does not have limited liability address in the UK. (if needed); in its own right. The company director is • Signing and filing the accounts; 2. Limited company responsible for the day-to- day management of the • Notifying A limited company is a company and is subject to of any membership changes separate legal entity with its various statutory duties that, etc.; and own limited liabilities. This if breached, can result in is much more substantial personal liability. These include • Delivering an annual return than a UK establishment and the requirement to act in to the Registrar of Companies. offers greater assurance for accordance with the company’s customers and others who constitution; to only exercise Businesses can additionally come into contact with the powers for the purpose for be conducted as sole traders business. It also offers more which they were conferred; or partnerships. These have flexibility of ownership than and to act in a manner that different tax consequences an establishment. they consider to be the most to those explained below. likely to promote the success A company must: of the company for the benefit In order to decide the most of its members as a whole. appropriate entity, you may • Have at least one Companies Act 2006 contains wish to consider issues such natural director; a comprehensive statement as the permanence and size of such statutory duties. of your activity in the UK, • Appoint auditors, unless its associated regulatory and turnover and balance sheet are disclosure requirements and below specified thresholds; tax and commercial implications.

12 Setting up a business

1. UK Establishment – Details of the permanent • Completed form IN01 (details representatives of the of the Registered Office, Every overseas entity that company in respect of the Directors, share capital, has an establishment in business in the UK and the shareholders and a statement the UK from which it does extent of their authority to of compliance stating that business must register the represent the company. various requirements have UK establishment within been met); and one month by providing the • A certified copy and following details to the UK translation of the company’s • Registration fee of £20 Registrar of Companies: constitutional documents; (£50 for same day service).

• A completed form OSIN01 • A translated copy of the When all formalities have providing: company’s latest audited been followed, the Registrar financial statements (if the of Companies will issue a company is required to file certificate of incorporation – The official name accounts publically in its which is evidence that the of the company; country of incorporation); and company is duly established and can begin trading. – The country of incorporation; • Registration fee of £20 The most common corporate (£50 for same day service). vehicle is a limited company. – The address of the However, it is also possible establishment in the UK 2. Company to establish a public company. and overseas; This has minimum share capital A company is incorporated by of £50,000 or the prescribed – Details of the directors filing the following with the UK Euro equivalent. and secretaries including Registrar of Companies: the extent of their ability 3. LLP to represent the company; • A signed Memorandum of Association; An LLP is incorporated by – Details for the person filing the following with the authorised to accept service • Signed Articles of Association UK Registrar of Companies: of process on behalf of the (the rules under which the company; and company will be run); • Completed form LL IN01 (details of the LLP’s name, registered office, details of members and statement of compliance); and

• Registration fee of £20 (£50 for same day service).

14 Taxation in the UK Corporation Income Tax

Scope For large companies, • Amortisation of capital corporation tax is payable in expenditure is added back and A company that is resident quarterly instalments beginning statutory capital allowances in the UK for tax purposes 6 months and 13 days from deducted instead (see below); is liable to corporation tax the start of the accounting on its worldwide profits and period. Small companies, or • Certain expenses (e.g. patent chargeable gains. A UK those whose tax liability is royalties) are deducted on a Establishment of a non- less than £10,000, pay within paid basis against total income; resident company is liable to nine months of the end of the UK corporation tax on trading accounting period. • General provisions and income arising through the UK provisions for contingent losses establishment, income from Penalties may be charged are added back; and property or rights held in the for failure to notify UK and chargeable gains on Her Majesty’s Revenue • Taxation of Intellectual property the disposal of assets situated and Customs (‘HMRC’) of is based on amortisation in in the UK. a liability to corporation tax accounts and profits on sales within 3 months and for late taxed as income. A company is UK resident if filing of a tax return. Tax it is incorporated in the UK or geared late filing penalties Capital Allowances managed and controlled from may also be imposed if tax the UK. is outstanding. Capital allowances allow the cost of the capital assets to be Corporation tax rates (for financial year to 31 March 2014) written-off against the taxable profits of a business and take £ % the place of commercial Small profits rate 0-300,000 20 depreciation charged in accounts. The Annual Marginal rate 300,001-1,500,000 23.75 Investment Allowance gives a Standard rate Over 1,500,000 23 100% writing down allowance on the first £25,000 spent on general plant and machinery in The thresholds are reduced Taxable profits a period. This is time by the number of active apportioned where an associated companies within Taxable profits are calculated accounting period is less than the group. (Companies are by adding together income from 12 months. The Government usually associated if one is various sources. The starting has announced that as part of under the control of the other point is in accordance with Finance Act 2013, the limit will or they are under joint control generally accepted accounting be increased to £250,000 for a by a third company). principles, with certain statutory temporary period of 2 years adjustments. Some of the most effective from 1 January 2013. Administration common adjustments are:

Companies are required • Expenditure incurred wholly to submit an annual ‘self- and exclusively for business assessment’ return within purposes is deductible; 12 months of the year end. 16 Personal Income Tax

After this initial allowance, the Dividends and profit these debt cap rules, although Likewise, royalty payments as transactions taking place Rates main rate of capital allowances repatriation there is a ‘Gateway Test’ are also generally subject at ‘market value’. Transactions for general spending on plant and which, if met, means that the to withholding tax at 20%, between UK companies are In the UK, an individual is machinery is 18% with some A UK company can repatriate interest cap does not apply to mitigated by the impact also caught by the transfer assessed for income tax for 100% enhanced allowances profits to the home territory of the company. of treaties. pricing legislation. the financial year starting on for certain energy and water its parent company in a number 6 April in one year and ending efficient equipment. of ways, for example: The UK also operates disclosure Losses Examples of intra-group on 5 April in the following year and anti-avoidance provisions supplies and services caught on income in excess of a Chargeable gains • Dividends – there is no in relation to Controlled Foreign Trading losses may be utilised by transfer pricing include head personal allowance (for the withholding tax on payments of Companies (CFC), with new rules in 4 principal ways: office services, intra-group 2012-2013, the basic allowance UK resident companies dividends from a UK company. applying for accounting periods loans, free use of intangible is £8,105). pay corporation tax on their • Interest – a UK company needs beginning after 1 January 2013. • Against other profits of the property. Transfer pricing chargeable gains at the to be able to demonstrate that The aim of the reforms was to same period; rules do not apply to small or Scope relevant corporation tax it is adequately capitalised to improve UK competitiveness and medium-sized groups, whether rate. UK establishments of support a deduction for intra- make the rules easier to operate. • Against profits of any UK-to-UK or cross-border The system for taxing individuals foreign companies are also group interest payable. See description in the prior period; transactions, unless: moving to the United Kingdom is liable to corporation tax on below regarding the new UK If a UK company has held generally unique. An individual’s chargeable gains arising on the ‘debt cap’. investments in other entities, • Against profits of the same • An enterprise elects liability to UK tax not only disposal of any assets that are • Other intercompany trading certain exemptions apply to trade in future periods; and irrevocably for them depends on where they are situated in the UK and used transactions (e.g. management the taxation of dividends to apply; or resident, but also where they are for the purposes of the UK charges) – these will be received by that UK company • As group relief in the same domiciled. Current rules regarding establishment or its trade. subject to the UK transfer from investments in other UK accounting periods to other • There are transactions UK tax residence are complex, pricing rules, in which case the or overseas companies. group companies. with a resident of a however a statutory residence There is an exemption available company or UK establishment non-qualifying territory. test will be introduced from for certain capital gains and needs to be comfortable that Withholding Tax Trading losses do not expire but 6 April 2013. Broadly, a resident losses on substantial (more an arm’s-length standard has may be lost or restricted if there individual for tax purposes is any than 10%) shareholdings in been applied. As stated above, there is no are changes to the trade or the individual present in the UK for trading companies disposed withholding tax on dividends way in which it is carried on. over 183 days in the tax year. of by corporate shareholders, Since 1 January 2010, paid by a UK company. Additional tests apply for provided that various other a ‘debt cap’ applies to Transfer Pricing individuals frequently visiting the conditions concerning the worldwide groups including Interest paid is generally UK and those with connections to nature of the companies UK companies. The debt cap subject to a withholding tax UK tax legislation prevents the the UK. are met. This is commonly limits the tax deduction to the rate of 20%, but this is avoidance of corporation tax referred to as the ‘Substantial extent that the UK company’s mitigated in many cases of by pricing goods at an artificial The term ‘domicile’ is not defined Shareholdings Exemption’. net finance expense exceeds payment to a corporate entity, level in order to achieve profits in UK tax law, and is a purely the worldwide group’s gross either by the existence of a in tax havens or in countries common law concept. Domicile A non-UK resident company external finance expense. double tax treaty which reduces with lower rates of taxation. is distinct from nationality, disposing of shares in a UK The legislation is extremely the rate, or the application of Accordingly, transactions citizenship or residence. company will not generally be complex and specialist advice EU directives. It is necessary (including the giving of loans) subject to UK taxation, unless it should be sought. It is likely to apply for advance clearance between ‘associated persons’ In very broad terms, an has a permanent establishment that a significant number of to the UK tax authorities to (namely, persons who are individual is domiciled where in the UK. companies will fall within make a payment of interest at under common control or who they have their permanent the reduced withholding rate. control one another) are treated home and where they consider their permanent home to be.

18 VAT

If a person is resident and There are other tax advantages Entrepreneurs’ relief is available Inheritance Tax The system of Value Added The result of this is that the domiciled in the UK, then they and incentives available for for individuals who make a Tax (VAT) in the UK is essentially final consumers bear the cost will be subject to UK tax on individuals coming to the UK material disposal of a business Inheritance tax is charged on the same as that used in the of VAT on the final price of the their worldwide income, gains temporarily. However, this is a asset; primarily shares or individuals, including executors rest of the EU. There remain, goods or services they purchase. and assets, irrespective of complex area of taxation and securities of an individual’s and trustees on death and however, some significant where these are situated. professional advice should be ‘personal’ company or the certain chargeable transfers and confusing differences of Since 4 January 2011, the sought early on. whole or part of a business of assets. detail between different standard rate of VAT is 20%. Individuals not domiciled in (including partnership member states of the EU. the United Kingdom can elect Capital gains tax (CGT) interests). Payroll taxes and VAT is charged on the supply The UK VAT turnover to be taxed differently, Social Security of goods and services in the registration limit is currently effectively limiting their UK Individuals who are resident in There are qualifying conditions UK made by a taxable person £77,000. A taxable person tax liability to their UK source the UK are liable to capital gains attached to each category, for All UK employers must operate in the course of furtherance is liable to register for VAT if income and gains and foreign tax on: example in the case of the a ‘Pay As You Earn’ (PAYE) of a business, unless the their combined value of taxable source income and gains personal company the payroll system. Over each UK supplies are zero-rated or supplies in the UK exceeded which they bring or use to • worldwide gains – if domiciled requirements are that for at least tax year, an employer must exempt. A UK taxable person the registration limit in the the UK (‘remittance basis’). in the UK; and 12 months prior to the disposal: account to HMRC for the full is anyone registered or liable preceding 12 months, or there amount of any income tax and to be registered for UK VAT. are reasonable grounds for Legislation provides instances • gains remitted to the UK – if • the individual must hold at National contributions believing that the value of when this election is required. domiciled elsewhere and elect least 5% of the ordinary share (social security) that it must VAT is effectively a tax on taxable supplies to be made The election has to be made to be taxed on the remittance capital and 5% of the voting deduct from payments made consumer expenditure. in the next 30 days alone will each year in most cases. basis. rights exercisable by virtue of to employees. UK employers So, in theory, the final burden exceed the registration limit. that holding; are required to operate the of the tax should not fall on A business may also de-register Individuals not domiciled in the Since 23 June 2010, basic rate system without exception and business activity. This objective if the anticipated value of the UK might be liable to pay an taxpayers are subject to tax on • the company must be a trading to keep appropriate records is achieved by an arrangement taxable supplies in the next annual levy1 to be taxed under capital gains at 18% and higher company or holding company and complete the necessary known as the input/output 12 months is less than the the remittance basis of taxation, and additional rate taxpayers at a of a trading group; and filings. They must also account system. When a business de-registration limit (currently depending on the length of rate of 28%. for Employers’ Social Security buys goods or services, £75,000). time they have been resident in • the individual must be an payments. The rates are up it pays VAT to the supplier the UK. The levy is payable in officer or employee of the to 12% for employees’ (input tax). When the The standard VAT reporting addition to their UK tax liability company or a company within contributions (but this is business sells goods or requirement for a company/UK for the year. the group. subject to a cap) and 13.8% services, whether to establishment after registration for employers’ contributions. another business or to a is to submit returns to HMRC The relief is given in the form final consumer, it is required every three months. If a business Personal tax rates (for financial year to 31 March 2013) of a reduction of the rate of to charge VAT (output tax) wants to recover its input VAT £ % capital gains tax chargeable unless the supplies are more quickly, it may request to an effective rate of 10% specifically relieved from the permission to submit monthly The first 0-34,370 20 on a ‘lifetime amount’. The VAT charge. If the business VAT returns. There are other 34,371-150,000 40 lifetime amount is £10m from makes only taxable supplies, returns that will need to be 6 April 2011. it must periodically total the rendered if a UK-based business Over 150,000 50 input tax it incurs (unless the trades with customers/suppliers business makes exempt located outside of the UK. supplies) and deduct this from the output tax charged, 1 £30,000 for individuals resident in paying the balance to HMRC. the UK for 7 out of the last 10 tax years and £50,000 for individuals 20 resident in the UK for more than 12 years. Audit and accountancy Other taxes and incentives

Stamp Duty • fewer than 500 employees; and Where a small company has Books and Records think fit. The records may be On incorporation, a company a ‘surrenderable loss’, it may kept outside the UK, but, if they may choose an ‘accounting Stamp duty is a tax payable on • either: claim an R&D tax credit. The UK Companies Act requires are, certain accounts and returns reference date’ (i.e. the day certain transactions, such as Generally, a surrenderable that accounting records explain must be sent to and retained in and month on which an the following: – an annual turnover not loss arises where the company the company’s transactions the UK. Private companies must accounting reference period exceeding €100m; or incurs a trading loss. The and enable the directors to retain their accounting records ends). A company may alter • Transactions in shares may surrenderable loss is the ensure that the annual accounts for three years, public companies its accounting reference date, be subject to Stamp Duty or – an annual balance sheet total lower of: comply with the requirements for six years (but will be obliged subject to certain limitations. Stamp Duty Reserve Tax; and not exceeding €86m. of the Act. These records must to retain them for longer periods • the unrelieved trading loss; and detail the following in particular: for tax purposes). A private limited company must • Transactions in land and Qualifying research and file its accounts at Companies property are subject to Stamp development expenditure • 200% of the qualifying research • all sums of money received Accounts and reports House within nine months Duty . is expenditure directly and development expenditure and expended, and the and public companies within contributing to the research from March 2011 and 225% reason for the receipts A private company must six months of the accounting The rate of Stamp Tax depends and development activity of the from March 2012. There’s or expenditure; and prepare individual accounts for reference year end. on the type of transaction and company, e.g.: an upper limit of €7.5 million each financial year, comprising: the value. For example, on the on the total amount of aid a • the assets and liabilities. • a directors’ report; A private company’s annual purchase of land, Stamp Duty • costs of staff who are actively claimant can receive on any one • an auditor’s report (for accounts must be approved Land Tax is payable on the engaged in carrying on the R&D project. If the company’s business companies requiring an audit); by the board of directors and chargeable consideration at a R&D activities; involves dealing in goods, • a balance sheet as at the last signed on the board’s behalf rate of between 0% and 15%, Where the R&D tax credit records must be kept of day of the financial year; by at least one director. depending on the value of the • software or consumable items; is claimed, the trading loss the following: • a profit and loss account for the property as well as how it is carried forward is reduced by period of the financial year; A copy of the accounts must owned and used. • certain qualifying indirect the corresponding amount. The • all stock held (inventory) at • a cash flow statement be sent to the shareholders, activities, e.g. secretarial R&D tax credit will be paid to the date to which the accounts (unless a company is small debenture holders (if there are Research and Development time supporting the R&D the company by HMRC or may have been drawn up, and all or medium-sized); and any) and any persons who are Expenditure staff, finance and payroll be set against any corporation stocktaking records from • notes to the accounts. entitled to receive notice of activity to the extent that tax liabilities due. which such statements have general meetings (unless the Certain companies incurring it relates to the R&D staff. been prepared; and Dormant companies are only company does not have their research and development For a large company (i.e. required to prepare accounts current address). This should expenditure of a specific nature If the workers are supplied one which exceeds the small • all goods sold and purchased, consisting of a directors’ report, happen by no later than the on or after 1 April 2000 are by an unconnected company, and medium-sized enterprise including the identity of the balance sheet and notes. end of the period for delivering entitled to claim enhanced R&D 65% of the payments made company limits), the relief buyers and sellers (except the accounts and reports or, tax relief. in respect of them will be given is 130% of the qualifying in the case of goods sold in The accounting reference if earlier, the date on which it qualifying expenditure. costs. Such companies are ordinary retail trade). period determines a company’s actually delivers its accounts Companies that are small or not entitled to surrender ‘financial year’, in respect of which and reports for filing. medium-sized enterprises The R&D expenditure must the amount for tax credits. There is no requirement as to accounts must be prepared. (and part of a small or medium- be on projects that have the form in which accounting Accounts are available for sized group) are entitled to an a degree of technological records must be kept, but they The accounting reference public inspection, on payment enhanced deduction of 225% or scientific uncertainty. must be able to disclose with period is generally 12 months of a small fee, at the UK of qualifying R&D expenditure. reasonable accuracy, at any in duration, except the first Companies Registry. The definition of a small or time, the financial position of accounting reference period, medium-sized company is the company. The accounting which must not be less than as follows: records must be kept at the 6 months but not more than company’s registered office or at 18 months after the company’s such other place as the directors date of incorporation. 22 A group is ineligible if any of its If an auditor is not re-appointed are required to meet the members is a public company, by the end of the next period for following obligations regarding a body corporate (other than appointing auditors, the current preparation of accounts. a company) whose shares auditors will be deemed to be are admitted to trading on a re-appointed except in certain The type of accounts required regulated market in an EEA circumstances. for filing by the overseas state, a person (other than company in the UK will depend a small company) who has The auditors are required to upon whether they are required permission to act under Part make a report to the members to prepare, have audited and Private companies must file • a public company; Audited financial statements 4 of the Financial Services on every balance sheet publicly disclose its accounts a complete set of accounts • a company that has permission for UK Companies and Markets Act to carry on and profit and loss account in the country of incorporation unless they are classified either under Part 4 of FSMA to carry a regulated activity, a small (cashflow, statement of total or under its governing law. as ‘medium-sized’ or ‘small’ on a regulated activity or carries At the present time, all UK company that is an authorised recognised gains and losses companies or ‘dormant’, when on insurance market activity; or businesses incorporated under insurance company, a banking (STRGL), etc) and on all group For companies that are required (with certain exceptions) they • a member of an ineligible group. the Companies Act require company, an e-money issuer, accounts laid before the to publicly file accounts in their may file abbreviated accounts. statutory audits unless they an ISD investment firm or a company in general meeting, home territory a copy of those A small company need not qualify for an audit exemption. UCITS management company if so required. The auditors’ accounts must be filed with the A company qualifies as ‘small’ file a profit and loss account Audit exemptions are available or a person who carried on report must state whether the UK Registrar. if, for the year in question and or directors’ report and is in the following circumstances: insurance market activity. accounts have been properly (except in the case of a new permitted to file a modified prepared in accordance with Overseas companies company) for the preceding balance sheet. • the company qualifies as In addition, shareholders the Companies Act and incorporated within the EEA financial year, two or more of the dormant; or holding more than 10% in whether they show a true that are not required to disclose following conditions are satisfied: A medium-sized company • the company qualifies as a nominal value of the company’s and fair view. In forming their accounting records under their may file a modified profit and small company in relation to issued share capital can require opinion, auditors must also parent law do not have to file • the amount of its turnover for loss account and need not that year. the company to undertake consider whether the following any accounting documents with the year is not more than £6.5m; disclose, in the notes to the an audit. conditions have been satisfied: the UK Registrar. • its balance sheet total is not profit and loss account, certain A company qualifies as ‘small’ more than £3.26m; details relating to turnover and if, for the year in question and Auditors and their duties • Have proper accounting Companies incorporated • the average number of persons profits (or losses) attributable (except in the case of a new records been kept? outside of the EEA that are not employed by the company in the to different classes of business company) for the preceding Where a company is required • Are the annual accounts required to disclose accounts year (determined on a weekly carried on by the company. financial year, two or more to have its accounts audited it in agreement with the publicly under their governing basis) does not exceed 50. Apart from these exemptions, of the following conditions must appoint an auditor. accounting records? law must prepare accounts a medium-sized company must are satisfied: An auditor must be appointed • Have they received all which have been prepared A company qualifies as file full individual accounts in all for each financial year of the information, explanations under one of the following ‘medium-sized’ if, for the other respects. • the amount of its turnover for company. A company’s first and returns necessary to accounting frameworks: financial year in question and the year is not more than £6.5m; auditors are usually appointed form this opinion? (except in the case of a new Where the directors take • its balance sheet total is not by the directors. For any financial • Section 396 of the Companies company) for the preceding advantage of the filing more than £3.26m; and year other than the first, the If they are not satisfied in any of Act 2006; financial year, two or more exemptions for small and • the average number of persons auditor will generally be appointed these respects, the auditors must • The law of its parent company of the following conditions medium-sized companies, employed by the company in the within 28 days of the circulation declare that fact in their report. to prepare individual’s accounts; are satisfied: the balance sheet must year (determined on a weekly of a company’s accounts to its or contain a statement declaring basis) does not exceed 50. shareholders or if the company Foreign registered entities • International Accounting • the amount of its turnover this fact. The accounts must is required to have an annual Standards. is not more than £25.9m; be accompanied by a special The exemption is not available general meeting (‘AGM’) from Since 1 October 2009, there • its balance sheet total is not report of the auditor stating if the company is a public the conclusion of the AGM at has been one regime which If an overseas company is more than £12.9m; that, in the auditor’s opinion, company, a company that which their re-appointment is governs the registration for a parent company, the • the average number of persons the company is entitled to is an authorised insurance approved. An auditor’s term of overseas companies with a directors must prepare group employed by the company in the exemptions claimed and company, a banking company, office will usually run from the end presence in the UK, which is accounts for the year instead the year does not exceed 250. that the accounts have been an e-money issuer, an ISD of the 28-day period following known as a UK Establishment. of individual accounts, subject properly prepared. investment firm or a UCITS circulation of the accounts until All branches and places of to certain exemptions. However, a company will not management company or a the end of the corresponding business previously registered be deemed to be a medium- member of an ineligible group. period in the following financial under the regime prior to sized company if it is: year or from the conclusion of the 1 October 2009 are now treated AGM to the start of the next AGM. as a UK Establishment and

24 Human Resources and Employment Law

UK law grants employees a • an obligation to pay employees • various rights for employees range of protections that create at least the national minimum to protect them in the event obligations and potential risks wage, which is a fixed hourly of termination of employment. for employers. Although these rate and is increased annually These include a minimum are generally less stringent than (currently £6.19 for those aged notice entitlement that can in other European countries, 21 and over); be as long as 12 and you will nonetheless need to a right to a statutory payment be aware of them. • various benefits in connection on being made redundant with with giving birth, adoption more than two years’ service. The obligations an employer and other family situations Where service exceeds one owes its UK employees include: (these include maternity year, a dismissed employee absence for up to 12 months, has a right to claim • a general duty to provide a safe part of which is paid, and a compensation for unfair place of work, safe access and right to time off to deal with and that claim will safe work systems, supported domestic emergencies); be successful unless the by related obligations, among employer can show a permitted other things, to take out • a requirement not to allow reason for termination and that employers’ liability insurance, a worker to work beyond 48 a fair and legal process has consult with employees or per (on average been followed. their representatives over health over, normally, a 17-week and safety issues and provide period) without express Union or other collective rights staff with certain health and consent (there are additional are less onerous in the UK safety information; limits on working time, than in many other European including daily and weekly countries. The law in the • a requirement to provide time off and specific limits UK requires an employer to a written statement of terms related to younger workers recognise a trade union or and conditions of employment and night workers); establish a national works to employees within two council or committee in months of commencement • a duty to give each employee certain circumstances, but only of employment (a contract a minimum amount of 28 days where such an arrangement of employment can satisfy paid holiday each year (based is specifically requested by a this obligation); on a 5-day working week); union or workers. As a result, many UK employers have no • an obligation not to discriminate • a requirement to observe such arrangements in place. against employees, including limitations on the freedom job applicants, on a range of of an employer to process It is beneficial for an employer grounds, including race, colour, personal data obtained about to establish a comprehensive nationality, ethnic origin, age, its employees and job contract of employment to be gender (this includes sexual applicants, including issued to each employee. This harassment), marital status, transferring it to third parties can include all of the terms religion or religious belief, (these limitations are more and conditions of employment, sexual orientation, disability, strict in relation to personal covering the rights described or part-time or fixed-term status; data which is ‘sensitive’ above, and in addition protect and where the data may be the employer’s business transferred outside the EU interests by placing obligations to countries with lower levels on the employee. 26 of privacy protection); and Examples are specific employee. The employer is Immigration Tier 2 Under the PBS, companies Business visitors should requirements to keep responsible for reporting any have certain duties concerning ensure they check whether information about the taxable benefits provided to an The UK operate a five-tier • For people coming to the record keeping, undertaking it is necessary for them to apply business and its customers employee in an annual return immigration system known UK with a skilled job offer ongoing checks on individuals, for a visa for their business confidential, provisions securing (form P11D). Benefits such as as the ‘Points Based System’ to fill a gap in the workforce maintaining robust HR policies visit. It is also crucial that tax, ownership of inventions and bonus, health insurance and (‘PBS’). New applications will that cannot be filled by a and co-operating with the social security, immigration developments made in the car allowance are a matter of be processed under the PBS settled worker. UKBA. Companies that fail and employment law issues course of employment, and choice for the employer. and for workers already in the to discharge these duties may are considered for short-term covenants restricting certain UK with work permits issued • The UK company acts as face several penalties including business visitors. competitive activities after From 1 October 2012, all UK under the old regime, there a sponsor to the employee. removal from the Sponsorship employment ends, such as employers must automatically are transitional arrangements Register. This prevents the Business visitors face serious poaching customers or key enrol all employees into a in place for renewal of these. • Depending on the route used issue of future certificates of consequences, including being staff. Employers frequently scheme and eventually Tiers 1 and 2 are the most under Tier 2, the UK company sponsorship under Tier 2. unable to re-enter the UK for supplement this contract with ensure minimum contributions relevant tiers for inward investors should undertake a resident up to 10 years, if they make a formal staff handbook setting are paid equal to 8% of total and are summarised below: labour market test (i.e. provide It is possible for an individual to false representations about out company policies, including earnings. This legislation will evidence of advertising the enter the UK on a business visit their proposed activities in the ones that support compliance be introduced in a phased Tier 1 specific role plus evidence for up to six months if they will UK. Furthermore, if employees with the issues referred to approach over five years with of why local resident workers be undertaking activities that travel to the UK and undertake above, such as discrimination/ smaller employers not required • Relates to ‘Highly skilled migrants’. cannot undertake this position). fall within the business visitor activities over and above those harassment and data protection. to comply until later years. There are certain exceptions guidance rules. Examples of permitted under the business • Points awarded in various for individuals who are Intra- permitted activities include: visitor rules, this could be The contract of employment The provision of pension categories, including academic company Transfers (‘ICT’) or classed as illegal employment. is an important tool in setting benefits is in the process achievement, earned income, if the specific role is identified • attending meetings, including out the terms of any benefits of further significant changes age and UK experience. as a shortage occupation interviews that have been Under UK immigration provided, most notably with dramatic alterations in by an independent advisory arranged before coming to the legislation, it is illegal to employ bonuses. Precise language the tax treatment of pension • The individual must be able to committee and is listed as United Kingdom, or conferences; an individual who does not in the contract can clarify the contributions for ‘high-earners’. prove that he/she is able to such on the UKBA Shortage have the appropriate permission employee’s rights and may save The challenge for an employer speak English to the required Occupation List. • arranging deals or negotiating to work in the UK. If a company the employer unexpected costs is how to maintain pension standard as stated by the UK or signing trade agreements employs an individual illegally on termination of employment. provision as an attractive part of Border Agency (UKBA) and has It is currently still possible for or contracts; they may be liable to a civil the reward package or at least adequate funds available to an employee to apply to the penalty of up to £10,000 The contract of employment develop tax-efficient savings meet a maintenance British Consulate to enter the • undertaking fact finding per illegal worker and if they will include terms relating to: arrangements as an alternative. requirement. UK on a Sole Representative missions; and knowingly employ an individual In the UK, it is common to find Visa. This route is separate illegally, potentially a criminal • salary; some sort of equity incentive • Allows individuals to work from the PBS. This route is • conducting site visits. penalty of an unlimited fine arrangement as part of a senior in any capacity, in self- designed for a first, full-time, and/or imprisonment of up • potential bonuses; and executive’s reward package employment or employment senior employee who is to be to 2 years. (and in some organisations for any employer. relocated to the UK to assist • benefits provided by the employee share ownership is with the set-up of a wholly- employer to employees. spread across the workforce • Processing of this type of owned subsidiary or to register in general) though this is usually application takes approximately a UK Establishment for an Provision of benefits (rather made available outside the 4-6 weeks. overseas parent company. than paying a higher salary) contract of employment. They will be tied to working can have tax advantages for for the UK sponsor. both the employer and the

28 Trade Trade and Competition

While various EU rules impact It is recommended that you UK and EU competition law. records about their financial on trade in general, the UK take professional advice The UK and EU authorities have standing held by credit attaches great importance to to ensure all appropriate the power to prohibit or unwind information agencies and, if free competition. As a result: regulations are identified and mergers, or impose remedies applicable, correcting them, complied with. Amongst (such as forced divestment of then it is likely that you will • price controls are not other industry sectors, parts of the merged business). be subject to the Consumer imposed (other than on certain Financial Services and Credit Act (CCA) 1974 and the regulated sectors); certain utilities (e.g. energy, Two independent public bodies European Union Directive on • there is a complete absence water, telecommunications have prime responsibility for Consumer Credit 2008 and will of exchange controls; and and broadcasting, postal ensuring that markets function need a consumer credit licence. • in general, no restrictions are services, airports and railways) effectively, consumers are The rules relating to consumer imposed on foreign ownership are subject to additional treated fairly, and EU and UK credit are very complex and you or investment. regulations. competition law is enforced. should obtain your own legal These are: advice if you are uncertain as to Under European Commission To ensure that free whether your proposed business and UK competition law rules, competition works effectively • The Office of Fair Trading, might need a licence. Failure to certain agreements that for consumers – encouraging which is the UK’s consumer comply with the CCA licensing have the effect of restricting efficiency and innovation and competition authority; and requirements will attract criminal or distorting competition and driving down prices – • The Competition Commission, liability and other sanctions. within the EU are prohibited legislation prohibits certain which conducts in-depth – unless they fall within anti-competitive practices inquiries into mergers and Money Laundering certain automatic exclusions and imposes requirements markets when necessary. or exemptions. A clause or to treat customers fairly. The Money Laundering entire agreement that is anti- EU and UK competition law Consumer Credit Regulations 2007 require certain competitive and does not fall places restrictions on certain businesses to register with their within obvious exemptions will agreements, particularly those If the proposed business will relevant supervisory authority, be void and unenforceable. between competitors, including involve any one of the following: have systems in place to prevent There are also controls on some cartels. It also prohibits • lending money or selling money laundering and report mergers and joint ventures. exploitation of a dominant goods on credit to an suspicious transactions. The position and anti-competitive individual consumer or categories of business within the Businesses in the UK can practices, such as predatory a small partnership; scope of the regulations include: be impacted by numerous pricing or refusal to supply. • hiring goods to an individual regulations including but not Sanctions include: consumer or a small partnership; • credit institutions; limited to: • offering hire purchase terms • financial institutions; • fines based on the turnover to an individual consumer • auditors, insolvency • health and safety of the business; and or small partnership; practitioners, external (of employees, consumers • custodial sentences for • carrying on activities that relate accountants and tax advisers; and the general public); executives (but only where to credit and hire agreements, • trust or company • certain technical standards there has been a flagrant such as credit brokerage, service providers; (e.g. to guarantee quality breach of the regulations, debt-adjusting, • estate agents; and inter-operability); such as price fixing). debt-counselling • high-value dealers (businesses • product liability; or debt-collecting; that receive cash payment • anti-corruption; and Because mergers can • administering credit or hire of 15,000 Euros or more in • advertising and reduce the effectiveness of agreements on behalf of the exchange for goods); and the environment. competition, they are subject creditor or hirer; or • casinos. to regulatory clearance under • helping individuals to locate 30 You should, therefore, establish This includes giving data business requires you to apply Customs and • Valuation – where goods are Depending on whether at an early stage whether your subjects certain information for authorisation to carry on International Trade subject to ad valorem duty imported goods undergo new business will be subject to about the use of their personal regulated activities. rates, EU customs valuation further processing, there is the regulations and needs data and satisfying one of a If your business involves the rules require the addition of a range of customs reliefs, to be registered with a relevant number of other conditions, Examples of the types of importation of goods into the certain cost elements, e.g. regimes and simplified supervisory authority. such as gaining consent of business that are likely to UK from outside the EU, the freight and insurance. Certain procedures available to UK the data subjects to the require authorisation include: goods will have to be declared elements may, in some importers to delay or suspend Data Protection relevant processing. for customs purposes and may circumstances, be excluded. the payment of customs duty • banks; be subject to customs duties It should be noted that, where and import VAT. The rules You must comply with the Failure to comply with the DPA and import VAT. It should be the parties are related, the relating to these areas are Data Protection Act 1998 (DPA) can lead to a monetary penalty, • investment firms; noted that the European Union customs authorities may complex and it is, therefore, in relation to your business’s reputational damage and, in is a customs union, which require evidence that prices are important to seek advice collection and use of personal some cases, a criminal offence. • insurance companies and means that the EU is treated as at arm’s length and care needs before imports commence. data, i.e. details relating to insurance intermediaries; and a single territory for customs to be taken that any transfer individuals, such as customer Financial Services purposes and the same rules price is an acceptable value for or employee records. The • mortgage lenders and rates apply in each member customs purposes. individuals to whom the The Financial Services industry and intermediaries. state. This means that, once personal data relates are the is strictly regulated in the UK goods are in ‘free circulation’ • Origin – it should be noted that ‘data subjects’. The DPA by the Financial Services and The FSA places great emphasis (i.e. all duties paid and import the EU has many free trade imposes obligations on a Markets Act 2000 as amended on the importance of corporate formalities completed) in agreements and preferential ‘data controller’ (i.e. an entity (FSMA) and its subsidiary governance, systems and one member state, they can trade arrangements in place for that decides how and why the legislation. Under the FSMA, controls. It focuses in particular, move freely between all other a large number of countries, personal data will be used). any person who carries on a on the effectiveness of member states without further which means that eligible regulated activity in the UK companies’ arrangements and payment of customs duty. goods enter the EU at reduced Businesses typically hold such must be authorised by the the responsibility of senior or zero rates of duty, subject personal data about their own Financial Services Authority management for oversight There are essentially three to meeting strict rules of origin. employees and employees of (FSA) or benefit from an of their businesses. Specific areas that determine the Conversely, certain goods business partners. Businesses exemption. A business that is senior manager appointments amount of duty payable on from certain countries may which deal with consumers in breach of this requirement are registered with the FSA as goods imported from outside be subject to trade defence are also likely to hold personal may be committing a criminal ‘Approved Persons’ who need the EU: measures, such as anti- data about customers and offence. It will also be unable to uphold the integrity expected dumping, anti-subsidy (also potential customers. to enforce its agreements and of the regulator and can be • Classification – the amount known as countervailing) or may have to return money personally held accountable of duty payable depends on safeguard measures, which The DPA is based on eight and pay compensation to its by the FSA for their actions. how the goods are classified generally take the form principles that set out how customers. The regulatory In keeping with the more for customs purposes, as this of additional duty. Careful personal data must be body is currently in transition intrusive supervisory approach, determines whether goods consideration must, therefore, processed. ‘Processing’ and will split into the Prudential the regulator has stated that are subject to ad valorem duty be given to the customs includes collection, storage, Regulation Authority (PRA) and certain approved persons rates or to specific duty rates implications of any sourcing use, disclosure and the Financial Conduct Authority being appointed to ‘significant based on volume. or production decisions. deletion. The first principle (FCA) from April 2013. influence functions’ may be is fundamental to the required to be interviewed by requirements of the DPA and It is important, therefore, to the FSA, prior to having their requires that personal data is establish at an early stage registration formally approved. processed ‘fairly and lawfully’. whether your proposed

32 Banking in the UK

Generally, all new businesses will require a bank account in order to conduct their business in the UK.

Before setting up a bank account for their new customers, UK banks undertake customer due diligence, which is part of the anti-money laundering regime and is a key requirement of the Money Laundering Regulations 2007 in the UK. ‘Know Your Client’ procedures, in other words identification of customers and their source of funds, help to ensure that the banks know who they are dealing with, thereby protecting themselves by identifying the customer, verifying the identity of the customer, identifying the beneficial owner of the customer and obtaining information on the intended purpose and nature of the proposed bank account.

You should not therefore underestimate the time it takes to set up a business or a personal bank account. This is particularly important if you intend to have direct payment arrangements set up to enable your employees to be paid directly by bank transfer from the outset of business.

34 HSBC in the UK Country overview Overview

Who we are • The building, with its Corporate Sustainability Capital city London current design and layout, With the headquarters in can accommodate up to • HSBC’s commitment to Area and population2 Area of 244,000 sq km and population of 62 million London, HSBC is one of the 8,500 people. sustainability was recognised largest banking and financial by the Times in June Language English services organisations in the • Approximately 8,000 HSBC 2010 when we were listed in world. HSBC’s international staff relocated to the new their Best Green Companies Currency Sterling network has around 8,000 headquarters from August List. The List recognises offices in 87 countries and 2002 to February 2003. companies at the forefront International dialling code +44 territories across Europe, the of improving their environmental Asia-Pacific region, North, Network performance, and looked at our National Holidays Scheduled Public Holidays for 2013 Central and South America, environmental policies, energy the Middle East and Africa. There are 1,330 branches consumption, recycling systems England and Wales Scotland in the UK. and our carbon footprint. New Year’s Day 1 January* New Year’s Day 1 January* Historical milestones Staff • The HSBC Climate Partnership Good 29 March Good Friday 29 April • HSBC has a unique sees HSBC working with four international pedigree. Many HSBC has 58,000 staff world-class environmental 1 April May Bank Holiday 6 May of our principal companies in the UK. charities; the Earthwatch May Bank Holiday 6 May Spring Bank Holiday 27 May opened for business over Institute, the Climate Group, the 100 years ago. The founding Customers Smithsonian Tropical Research Spring Bank Holiday 27 May Summer Bank Holiday 5 August company from which HSBC Institute and the WWF. It’s Summer Bank Holiday 26 August St Andrew’s Day 2 December* took its name, the Hongkong HSBC has 16 million customers goals include creating cleaner, and Shanghai Banking holding 23 million accounts in greener cities in London, Hong Christmas Day 25 December Christmas Day 25 December Corporation, was founded in the UK. Kong, Shanghai, Mumbai and Boxing Day 26 December Boxing Day 26 December 1865 to finance trade between New York, and protecting some China and Europe. In the UK, Awards for Excellence of the world’s major rivers. Please note Northern Ireland observes the Midland Bank, which merged (Sample selection) above holidays with two additional days: with HSBC in 1992, was • HSBC in the Community St Patrick’s Day 18 March founded in Birmingham in 1836. • Best Global Emerging Markets helps employees to volunteer Bank – Euromoney Awards 2012 their time and talent for local Battle of the Boyne 12 July • First Direct celebrated it’s educational and environmental 21st Birthday in 2010. • Best Bank for FX for Corporates – projects. So far in 2010, FX Week Best Bank Awards 2012 over 1,100 members of UK • HSBC bought M&S Money staff have been involved in Business and banking hours Generally 9am to 5pm, Monday to Friday but many banks and in 2004. • Best Export Finance Arranger in Local Community projects, businesses now operate extended opening hours EMEA – Trade Finance Awards volunteering over 4,500 hours Head Office for Excellence 2012 of their time. Stock exchanges London Stock Exchange

• HSBC headquarters is in • Best Service from a Business • HSBC supports a wide Political structure Parliamentary monarchy with a multi-party structure. There is a Canary Wharf, London. Bank – Business Moneyfacts range of education projects national Parliament in Scotland and National Assemblies in Wales Awards 2012 and initiatives throughout and Northern Ireland with varying levels of devolved power. • The official opening ceremony the communities where of 8CS took place on we do business. Source – Office of National Statistics www.ons.co.uk *Substitute day as the usual date falls on a Saturday or Sunday 2 April 2003, by Sir John Bond, Group Chairman. 36 Contacts

Mike Curran Tel: +44 207 213 8190 Email: [email protected] http://www.pwc.com/gx/en/ worldwide-tax-summaries

Oliver Jones, Head of UK International Team, Corporate and Business Banking Address: City of London Corporate Banking Centre, 1st floor, 60 Queen Victoria Street, City of London, EC4N 4TR Email: [email protected]

Michael Edwards, Inward Investment Manager Address: City of London Corporate Banking Centre, 1st floor, 60 Queen Victoria Street, City of London, EC4N 4TR Email: [email protected]

Website: www.hsbc.co.uk www.hsbc.co.uk/business 2nd Edition: October 2011

Copyright Copyright 2013. All rights reserved. ‘PwC’ and ‘PricewaterhouseCoopers’ refer to the network of member firms of PricewaterhouseCoopers International Limited (PwCIL), or, as the context requires, individual member firms of the PwC network. Each member firm is a separate legal entity and does not act as agent of PwCIL or any other member firm. PwCIL does not provide any services to clients. PwCIL is not responsible or liable for the acts or omissions of any of its member firms nor can it control the exercise of their professional judgment or bind them in any way. No member firm is responsible or liable for the acts or omissions of any other member firm nor can it control the exercise of another member firm’s professional judgment or bind 38 another member firm or PwCIL in any way. 141TP_UK _180313_3