A recent consultation launched by the Institute of Chartered Accountants in England and Wales (ICAEW) on proposed changes to their professional indemnity insurance (PII) arrangements will be of interest to Chartered Accountants Ireland members and firms. PII arrangements are developed jointly by the three bodies, Chartered Accountants Ireland (the Institute), ICAEW and the Institute of Chartered Accountants of Scotland, and any resulting changes may impact Institute firms.  Although amendments have taken place periodically, a wide-ranging review of all the PII arrangements has not taken place for some time and the current limits of insurance have not changed since 2008. Several issues have necessitated the need for review of PII arrangements including: The changing nature of the structure of firms and their insurance arrangements; financial capacity of members and entities to retain (self-insure) risk; pressure to manage the cost of insurance; and an increase in firms unable to source qualifying insurance. ICAEW have conducted a review of the requirements with the aim of ensuring they remain fit for purpose and provide adequate protection to the public and to firms while being mindful of the cost and availability of insurance to the profession and are consulting on proposed changes to same. This consultation follows a call for evidence launched earlier in the year to gain a better understanding of issues faced in the insurance market. A summary of the proposed changes and the consultation document are available here. The principles have the support of the Institute’s Professional Standards Board. We encourage members to read the consultation document prepared by ICAEW in full. Institute firms can respond to the consultation as set out at the link above (and need not complete any questions which are specific to ICAEW members/firms only), or alternatively, can provide comments on any aspects of the consultation or on the Institute’s PII requirements generally, by email to Professionalstandards@charteredaccountants.ie.  The consultation period will run until 14 December 2023. The Institute’s PII requirements are set out in Chapter 7 of the Public Practice Regulations.

Readers will be aware that the Institute has been lobbying HMRC from the beginning of September in relation to the 31 October 2023 deadline for selling second-hand motor vehicles under the VAT margin scheme, where these were bought in GB and transferred into Northern Ireland prior to 1 May 2023. HMRC’s VAT policy team has confirmed to us in a meeting that dealers can continue to use the VAT margin scheme for such vehicles that were in stock on 1 May 2023 as long as these are sold by 30 April 2024. Hence the previous deadline has now been extended by six months. According to HMRC, there will be no further extensions to this deadline thereafter. The Institute is pleased to see HMRC have taken the decision to extend this deadline which clearly recognises the difficulties being experienced by dealers in selling these vehicles in the current economic climate. The guidance on GOV.UK has now been updated to confirm this. Once again, the Institute thanks those members and businesses who provided supporting information to assist us in achieving this result. HMRC’s email message confirming the extension says the following:- “We have listened to feedback from businesses about the 31 October deadline, and have now extended the period that you can use the VAT margin scheme for vehicles you had in stock on 1 May 2023 and have not yet sold. You can now use the VAT margin scheme for eligible motor vehicles that you purchased in Great Britain and moved to Northern Ireland before 1 May 2023 and still have in stock,  if you resell them by 30 April 2024. If you sell them after 30 April 2024, you will have to account for VAT on the full selling price. Find out more information about motor vehicles you had in stock on 1 May 2023.”  HMRC has also asked to us to issue a reminder that the new VAT related payment scheme should be used, where the relevant conditions are met, in relation to second hand vehicles bought in GB and transferred to Northern Ireland from 1 May 2023. The relevant guidance for such vehicles is available here. Should you have any queries in relation to the extension to the VAT margin scheme deadline or the new VAT related payment scheme, please get in touch.

Our most recent update on this issue set out the discussions which took place with HMRC on 3 October. Since then, discussions have continued and the Institute is now pressing HMRC to remedy the situation given the continued and ongoing economic difficulties being experienced by second-hand car dealers in Northern Ireland in trying to sell these vehicles by the deadline of Tuesday 31 October 2023, in order to avail of the VAT margin scheme. Any further updates on the issue will be reported in the news section of our website. The Institute extends its thanks to those members and businesses who have provided supporting information to facilitate the dialogue with HMRC. 

Antigua and Barbuda, Belize, and Seychelles have all been added to the list of non-cooperative jurisdictions. The list is part of the EU’s ongoing work to promote tax transparency and fair taxation. 

EU Finance Ministers recently adopted new tax transparency rules for service providers in crypto-asset transactions for EU customers. The new rules will update various existing measures, including DAC 8, and are aimed at improving the detection of tax fraud, evasion and avoidance. The Directive will require that all crypto-asset providers based in the EU must report on transactions involving EU residents.  

This week we bring you news about recent bulletins published by HMRC and the tax checks that are needed to renew certain licenses have recently been extended to Northern Ireland. Also featured are key reminders from HMRC about phishing scams, and a reminder to tell HMRC that your personal and business circumstances have changed. An email reminder has also been issued about alcohol duty reform and the various new reliefs which may be available. Earlier this month, the Chancellor announced an increase to the National Living Wage which will take effect from April 2024.  Recent bulletins  The most recent Agent update: issue 113 was recently published last week. Get the latest guidance and information including:- loss carry back claims for corporation tax;  making a valid claim for R&D tax relief;  the launch of a toolkit for the assurance of remittances to be reported on tax returns; and  important information for taxpayers using 'pay by bank' to pay HMRC.  The latest Employer Bulletin: October 2023 is also available providing employers and agents with up to date information on payroll topics. Featured in this bulletin are the following topics, amongst others:-  electric charging of company cars and vans at residential properties;  paying your PAYE Settlement Agreement;  reporting PAYE information in real time when payments are made early at Christmas;  Overlap relief — preparing for the new tax year basis; and  ‘pay by bank account’ enhancements.  Extension of tax checks for licence renewals  The tax checks which have been in place in England since April 2022 and which are needed before renewing certain licences were recently extended to Scotland and Northern Ireland. In Northern Ireland the checks are required for licences to drive taxis and specifically for renewal applications made on or after 2 October 2023.  Licensing authorities must confirm that a tax check has been completed by applicants renewing or applying for certain licences.   In order to complete a tax check, an online form should be used which provides a code (which expires after 120 days) which should then be given to the licensing body to confirm the applicant’s status. It should be noted that this tax check is in addition to any checks that licensing authorities already undertake.   More information is available in the guidance.  Phishing scams  HMRC has recently shared tax phishing scam guidance for students with universities on its social media channels. This is because many students are starting paid work, sometimes for the first time, they have not dealt with HMRC before, and are unfamiliar with paying tax or dealing with the tax authority. This makes them vulnerable to fake ‘tax rebate’ offers and similar scams.  A more general news release has also been published warning people about phishing scams associated with the Self-Assessment deadline.   Change in personal and business circumstances  A video was issued on YouTube in summer 2022 promoting the HMRC app and advising individuals why and how to notify HMRC if they have a change of personal or business circumstances: How can I update my personal details on the HMRC app?  HMRC have asked us to share the below reminder:-  “This is a reminder to keep your tax records up to date.   Tell HMRC if your circumstances change  HMRC requires you to tell us of any changes to your personal or business circumstances.   This is so your tax records remain up to date and we can make sure you get the right information about your tax affairs.   If your name, address or personal details have changed, you need to tell HMRC via gov.uk https://www.gov.uk/tell-hmrc-change-of-details You can also notify us, and check your details are correct, on the HMRC app by opening a personal tax account. Download the app today on iOS or Android.   If your business address or details have changed, for example you may no longer be self-employed or your business may have closed, you need to tell HMRC via gov.uk https://www.gov.uk/tell-hmrc-changed-business-details   You also need to tell us about certain income changes, relationship, or family changes, and if you are planning to leave the UK. For more information visit gov.uk   It is your responsibility to tell us; if you don’t you could still incur fines and penalties after your business has stopped trading.”

In this week’s EU exit corner, we bring you the latest guidance updates and publications relevant to EU exit. We also update you on recent developments in relation to the Windsor Framework and the latest Trader Support Service bulletin is also available. The Institute will also be attending the next UK Domestic Advisory Group meeting on 6 November and would welcome your feedback by Friday 3 November on specific areas of concern which arise in relation to the Trade and Co-operation Agreement. Update on the Windsor Framework   Meetings of the Joint Committee and the Specialised Committee on the Windsor Framework took place recently, where the EU and UK reviewed progress and finalised certain arrangements for the Framework’s implementation. According to the joint statement released  after the Withdrawal Agreement Joint Committee meeting “The Joint Committee took stock of discussions under the Withdrawal Agreement framework since the last meeting on 3 July 2023. The alternate co-chairs welcomed the progress made and reiterated their mutual commitment to continued work to ensure the full implementation of all the elements of the Windsor Framework in a faithful way.”  Parliament also returned from conference recess last week, with debates taking place on the Retained EU Law Bill, and the Windsor Framework regulations. Miscellaneous updated guidance etc.   The following updated guidance, and publications relevant to EU exit are available:- HMRC Brexit communications resources;  Report payments and view your allowance for non-customs state aid and Customs Duty waiver claims;  Report and manage your allowance for Customs Duty waiver claims: service availability and issues;  Data Element 2/3 Documents and Other Reference Codes (National) of the Customs Declaration Service (CDS);  Check if a business holds Authorised Economic Operator status;  List of customs training providers;  Making an entry summary declaration;  Apply for a voluntary clearance amendment (underpayment) (C2001);  Claim repayment or remission of charges on rejected imports; and  Moving goods between the UK and the UK Continental Shelf. 

From 1 April 2023, the reporting requirements for the Trust Registration Service (“TRS”) were expanded. As a result, HMRC updated the TRS manual. An online form must now be used to report “material discrepancies”. This does not include small spelling errors or slight differences in the trust name, so long as the trust is identifiable from the trust name on the TRS.  A relevant person is now required to conduct ongoing due diligence throughout a business relationship with a registerable trust, and prior to engaging in the relationship. Ongoing monitoring must also be carried out in line with the relevant person’s money laundering obligations. 

Edel Walsh outlines the techniques you can use to destress at work, safeguard your well-being and boost productivity Stress is how our body reacts when we feel under pressure or threatened, usually when in a situation that we don’t feel we can manage or control. Finance professionals have been facing a growing amount of pressure in recent years, and while many will say that stress comes with the territory (they’re not wrong), there are both healthy and unhealthy amounts of stress one should endure. In fact, stress in the short term is not harmful. However, chronic stress can have a major impact on both our physical and mental health and can easily lead to burnout. Our stress system  When your body is reacting to a stressor, your fight, flight or freeze (FFF) response is activated.  The FFF triggers the release of hormones that prepare your body to either stay and deal with a threat (fight), run away to safety (flight) or just stop in your tracks all together (freeze).  The FFF response was very useful to us thousands of years ago when we lived in caves and were fighting off predators such as wild animals. Nowadays, our FFF response can be activated by our email inbox, boss or a too-big workload.  Managing your FFF response The first step in managing your FFF response is asking yourself a few questions: Why are you reacting this way to the stressor? What is within your control? If the situation is outside of your control, can you let it go? Who can help you cope if needed? Once you’ve answered these questions for yourself, take a moment to observe your surroundings. In your head, take note of three visuals, three sounds and three feelings or sensations. When you tap into your surroundings, you can begin to relax.  Next, if needed, give yourself the freedom to walk away from the stressor until you are better able to handle it.  If you are in a conflict with someone in the workplace, for example, you can walk away from the situation – even if it only for five minutes. This doesn’t mean you are ignoring the situation. You are giving yourself at least five minutes to remove yourself from the confrontation to deal with the building emotions before they get out of hand. Finally, it’s important to do some deep breathing. The key to deep breathing is to practise it daily. If you wanted to build up muscle in your arms, you would go to the gym and train. Deep breathing is the same. It needs to be practised so when you do get into those tricky situations your body knows what to do to calm you down.   Practising stress relief Practising stress relief techniques in the workplace is paramount in today’s high-pressure professional environment. The modern workplace is often characterised by tight deadlines, demanding projects and a constant need to stay connected and productive. The benefits of practising stress relief techniques extend to the overall productivity and efficiency of the organisation as well. When you have the tools to manage stress, you can maintain focus, leading to better decision-making and problem-solving in and out of the office. These stress relief techniques can re-energise you, help avoid burnout and maintain a consistent level of performance. In the long term, this not only enhances the quality of work but also reduces the risk of workplace conflicts. Integrating stress relief practices, like deep breathing, into your daily routine is not merely a matter of your well-being; it is a strategic investment that can significantly contribute to your success and competitive advantage. Edel Walsh is a talent and leadership coach at Edelwalsh.ie

David W Duffy explains how companies can use ESG materiality to strengthen stakeholder communication and sharpen business strategy Environmental, social and governance (ESG) materiality is a metric showing the importance or relevance of a given issue to a company’s ESG strategy. The more relevant the issue, the higher the materiality.  Often, ESG materiality depends on money. Companies will analyse every issue’s materiality relative to its financial impact. Because ESG is too vast to pursue every principle at once, organisations often need to break down what is in the scope of their ESG strategy and what has to be left out because of its low materiality. ESG will always mean different things to every organisation. Its focus areas will vary depending on and organisation’s industry, local laws, competition and the borders it operates across.  ESG materiality is a way to prioritise what’s essential for an organisation’s success and disregard what makes little to no difference. Such priorities show that companies are thinking smartly about ESG. How to measure materiality To measure an organisation’s ESG materiality they often conduct a materiality assessment.  How companies conduct this varies from place to place, but the common trend is to assess what’s important for the company against what’s important to internal and external stakeholders. The overlap between the two is where companies will identify issues of high materiality, and these issues will be prioritised. A good ESG materiality assessment is thorough and far-reaching. It analyses every relevant issue and considers its impact on business strategy, all stakeholders and the company’s long-term viability.  The process of identifying material ESG factors involves: stakeholder engagement, including communication with investors, customers, employees and communities to understand their ESG concerns and expectations; impact assessments that will give clarity on every issue concerning ESG in the organisation; creating a materiality matrix plotting the significance of each ESG factor based on its potential impact on the organisation and its importance to stakeholders. This essentially gives materiality a numerical and graphical life, making it easier to use it for decision-making; and integrating the findings into strategy, thereby ensuring all high-materiality issues are considered in business plans, risk management and reporting. The benefits of ESG materiality A materiality assessment can, first and foremost, support strategic focus. It can inform your organisation about what matters most using logical processes, giving confidence to all involved.  Additionally, because ESG materiality work involves stakeholder engagement, it has the potential to boost communication between stakeholder groups – something that can support business success. David W Duffy is founder of the Corporate Governance Institute

Successful digital transformation requires strong leadership. Dave Vincent outlines his tips for successfully embedding innovation in business Growing up in Belfast in the seventies and eighties, I was convinced that by 2020, we’d all be travelling around on flying cars or hoverboards and have a host of robot servants looking after us. Fast forward to the nineties, and I can vividly remember sitting in my university computer lab wrestling with the logic and code required to help teach a hungry virtual monkey how to get their hands on a hidden bunch of bananas. In 2023, while software applications and systems are significantly more developed than in the nineties, the reality doesn’t quite match the vision of the eighties (the hoverboard being the biggest disappointment). I couldn’t have dreamed of many of the developments that have instead taken place, however. Since the term ‘artificial intelligence’ (AI) was first coined almost 70 years ago, we’ve seen wave after wave of technology-enabled innovation, from the rise of personal computing to the internet, mobile devices, augmented and virtual reality, the cloud, the metaverse, self-driving vehicles and now, generative AI. Each shift has captured the imagination, created new opportunities and raised further questions and challenges for business leaders. We are surrounded by technology, and every day, we can see that technology evolves and changes as it impacts how we live and do business. How can technology help? Some of the most frequent questions I hear from clients considering digital transformation are: “Where do I start?” “How do I create the most impact?” “What does success look like?” Rather than starting by asking or thinking about what a particular tool or technology can do, I prefer to reverse engineer the questions and ask: “What are you trying to do in your business or what problem would you like to solve, and how can a digital mindset or technology help?” As these new technologies continue to influence all areas of our business operations, customers and employees, companies need a new type of (digital) leader who can understand, interpret and navigate this digital transformation era. The digital leader Implementing new technology is challenging. The organisation seeking to embed the latest technology — and its staff — must unlearn old concepts and embrace the new systems. For digital leaders, this means adopting alternative leadership styles. In the past, leadership was about giving orders and making decisions. Digital leaders know that successful digital transformation is not just about adopting technology; it’s about transforming business and operating models, driving growth, enhancing competitive advantage and increasing business agility. Today’s leaders must be able to evaluate progress, priorities and business models continually and be prepared to change direction quickly. Digital leaders need to understand not only how systems and technology work but also how that technology will be received and used by staff, as well as how it will impact how employees work and the type of work they do. Digital leaders need to be able to effectively manage employees through shifts and changes to ensure that digital technology is used to deliver the best business outcomes. To make informed and pragmatic decisions about technology, digital leaders must be able to evaluate the impact technology can deliver for their organisations, use data to inform policy and decision-making, and proactively assess and manage risks related to data security. To drive digital innovation, leaders must be agile and flexible, creating a culture where innovation, collaboration and continuous learning can flourish and empower their teams to make data-driven decisions. To ensure focus and alignment, leaders must share a well-defined and compelling strategic vision, calling out what success looks like and showing the roadmap that will get there. It is also important to remember that leadership in the digital age is not just the responsibility of the nominated digital leaders and senior leadership teams, however. Every employee can be a digital leader. The future is digitally enabled Organisations can drive digital innovation and growth from the ground up by empowering staff at all levels to take ownership of, and show leadership in, their work.  The future of work is undoubtedly digitally enabled, and business leaders who are prepared to embrace this change and lead their teams effectively will be the ones to succeed. The digital age allows leaders to create more meaningful and purpose-driven work for their employees and promote innovation and growth for their organisations. Organisations can position themselves for continued success by investing in digital leadership development.  And maybe somebody will finally work out how to create the hoverboard of my dreams. Dave Vincent is a Director of Digital Transformation at Grant Thornton Northern Ireland

Finance (No.2) Bill 2023 was published yesterday by the Minister for Finance Michael McGrath TD. The Bill contains the legislation giving effect to the announcements on Budget Day. We will have a full overview of the Bill in next Monday’s Tax News. For now, you can download the Bill here and the Explanatory Memorandum here.

The requirement for company directors to provide Personal Public Service Numbers (PPSN) came into force on 11 June 2023. After three months, the system has bedded in and the CRO has been able to identify some particular issues that presenters and directors may wish to address. To take a typical day (26/09/2023), for example, there were a total of 1799 forms requiring a PPSN received by the CRO. Of these, 145 (8%) were returned by the online system. A further 372 were subject to offline scrutiny by CRO staff where a decision can be made on a close match of a director’s name. The majority of returns were due to a fundamental failure to match a director’s name, PPSN and date of birth held by the Department of Social Protection (DSP). The CRO advises presenters to ensure that directors verify the information they are supplying before submitting forms to the CRO. In particular, it is important that the date of birth supplied to the CRO matches exactly with the date of birth on the DSP database. It is also important to remember that a director may use a different name on the CRO register than that held by the DSP. For example, James O’Reilly may be registered with the CRO but the DSP may have Seamus O’Reilly on record. It is important therefore that as a first step, the director’s data on CORE should be checked to ensure that it is correct. The online CORE form has a field titled “Name registered with Department of Social Protection for PPSN purposes (if different)” and this should be filled in to avoid any delay in registering the form. Where a director has been issued with a PPSN it is compulsory to use that PPSN when submitting a form to the CRO. Where a director does not have a PPSN but does have a Register of Beneficial Owners (RBO) number, then the RBO number can be used. If a director does not have either a PPSN or an RBO number the director can apply for an Identified Person Number (IPN) using the VIF form. The IPN is a number issued by the CRO to directors/beneficial owners who do not have a PPSN or an RBO number and can be used to file with either RBO or CRO. For further information on PPSN, RBO or IPN please see the CRO website PPSN - FAQ (cro.ie).   If presenters have queries not dealt with on the CRO website these can be emailed to crodirectorid@enterprise.gov.ie. As we approach the peak filing period the CRO recommends that presenters ensure that they have the full details in relation to the directors of companies well in advance of the company’s filing date. If it is necessary to apply for an IPN then that should be done as soon as possible in order to ensure that the IPN is issued in good time for the filing deadline. While the CRO will endeavour to deal with all IPN applications promptly, processing times will depend on the volumes of applications received so the earlier the application is made the better.  

Welcome to this edition of Technical Roundup. In recent developments, the European Commission has welcomed the adoption of two final pillars of its Fit for 55 legislative package for delivering the EU's 2030 climate targets; the Pensions Authority has published its guidance for trustees on the own-risk assessment (ORA), as required under section 64AL of the Pensions Act. Read more on these and other developments that may be of interest to members below. Financial Reporting The European Financial Reporting Advisory Group (EFRAG) has launched a survey which seeks feedback on the IASB’s tentative decisions on its project Business Combinations - Disclosure, Goodwill and Impairment. The objective of this survey is to help EFRAG’s project team to better understand whether the proposed disclosure requirements in the tentative decisions can be applied in practice and whether they meet the intended objectives at a reasonable cost. EFRAG has announced that the report Towards Sustainable Businesses: Good Practices in Business Model, Risks and Opportunities Reporting in the EU, which was developed by the European Lab Project Task Force on the reporting of non-financial risks and opportunities, was selected for this year’s session of ISAR Honours. The report looks at the drivers of current reporting practices and the application of technological solutions, while also looking at how the reporting of sustainability risks and opportunities and their linkage to the business model can be improved. In its Annual Review of Corporate Reporting 2022/2023, the FRC has reported findings from its monitoring activities along with its expectations for the coming year. Also included in the annual review were the most frequently raised issues identified by the FRC which includes impairment of assets, judgements & estimates, cash flow statements amongst other new and recurring themes. The report provides a useful insight for preparers and auditors of financial statements, investors and other users of corporate reports. The FRC are also holding a webinar on 1 November to discuss the key findings. ESMA, the European Securities and Markets Authority has published its September 2023 “Spotlights on Markets” newsletter. In his “Investor Perspectives” article, International Accounting Standard Board (IASB) member, Nick Anderson discusses transactions that are not reflected in cash flow statements and also the new disclosure requirements issued by the IASB in May 2023 (effective for periods commencing on or after 1 January 2024). The IFRS Interpretations Committee have released their September 2023 podcast which discusses the decisions reached at its meeting in September. This includes details of a new request made in relation to business combinations as well as the consideration of feedback received on three tentative agenda decisions. The UK Endorsement Board (UKEB) has published a survey on Accounting for Intangibles. This seeks views on how the accounting for, and reporting of, intangible assets could be improved.   Assurance and Auditing The FRC has published revised ISA (UK) 505 External Confirmations (Revised October 2023).  The revisions to the standard reflect recent enforcement findings as well as ensuring that modern approaches to obtaining external confirmations are considered, with additional material in respect of digital means of confirmation, enhanced requirements in relation to investigating exceptions and a prohibition on the use of negative confirmations. The revised standard is effective for audits of financial statements for periods commencing on or after 15 December 2024. IAASA has published its inspection insight series 3  Communication with Those Charged with Governance (TCWG) and IAASA’s YouTube channel also includes a video that shares questions asked by IAASA’s audit inspectors during 2022 and 2023 in the area of communication with TCWG. IAASA has published its annual Observations paper highlighting matters that management, Audit Committees and auditors should consider when preparing, approving and auditing financial statements for 2023 year end dates. Sustainability The European Parliament have voted to adopt the European Sustainability Reporting Standards (ESRS) which will pave the way for the standards to become effective, depending on a company size and nature, on a phased basis financial periods beginning on or after 1 January 2024. Members of the parliament rejected a resolution put forward on 18 October that would have weakened the European Sustainability Reporting Standards, clearing the way for final adoption of rules for companies to report on sustainability-related impacts, opportunities and risks. The ESRS are the sustainability reporting standards that companies subject to the CSRD will be required to apply. The ESRS will comprise 12 standards covering the following areas - 2 Cross-cutting standards which set out the general principles and disclosure requirements standards, and 10 Topical standards which incorporate five Environment standards, four Social standards and one Governance standard. The UKEB, the Australian Accounting Standards Board (AASB), Canadian Accounting Standards Board (AcSB), Malaysian Accounting Standards Board (MASB), and the New Zealand External Reporting Board (XRB), has published a joint letter to the International Sustainability Standards Board (ISSB) highlighting their common concerns regarding its recent Agenda Consultation. The 3 areas of concern noted were: Connectivity with accounting standards Strategic roadmap Implementation priority The European Commission has welcomed the adoption of two final pillars of its ‘Fit for 55' legislative package for delivering the EU's 2030 climate targets. Ahead of the crucial COP28 UN Climate Conference, and next year's European elections, this complete package of legislation shows that Europe is delivering on its promises made to citizens and international partners to lead the way on climate action and shape the green transition for the benefit of citizens and industries. The Financial Stability Board (FSB) has published its annual progress report on climate-related disclosures.  The report has been delivered to G20 Finance Ministers and Central Bank Governors for their 11-12 October 2023 meeting. The Financial Conduct Authority (FCA) has welcomed the publication of the Transition Plan Taskforce (TPT) Disclosure Framework.  As we transition to a low emissions economy, financial markets will increasingly want better information on how companies plan to adapt their business models, their operations and their products and services.   Insolvency The Institute recently hosted a webinar on Corporate Enforcement Authority – Insolvency. This conversation is with Cathy Shivnan, Director of Insolvency Supervision, at the Corporate Enforcement Authority (CEA) and gives insights into the CEA’s insolvency agenda. The session also included some background on Cathy’s career and her journey from Revenue to CEA along with the evolution of the CEA from the ODCE. The recording can be accessed here. Minister Dara Calleary, TD has signed the Companies Act 2014 (Section 682) Regulations 2023. The Regulations, which came into effect on 1 October 2023, prescribe a revised Report for use by liquidators when making reports to the Corporate Enforcement Authority under section 682 of the Companies Act 2014. The revised section 682 report should be used for all submissions made from 1 October 2023. The Rules of the Superior Courts (Order 74) 2023 also commenced on 1st October 2023. Sanctions -recent UK case A notable decision of the UK Court of Appeal Mints & Ors v PJSC National Bank Trust & Anor [2023] EWCA Civ 1132 was handed down 6 October 2023. The case concerns the UK Russian sanctions’ regime. One of the issues discussed but which was not part of the binding decision was the control issue. The judge said that the wording of the relevant UK regulation does not distinguish between different forms of “non-ownership control” or “calling the shots”. He concluded that control can be established under the regulation by whatever means including political and corporate office. You can read further details on the case and a subsequent statement issued by the UK Foreign, Commonwealth and Development Office in the news item here.   Anti money-laundering The European Fund and Asset Management Association has recently issued views on the European Commission’s anti-money laundering (AML) package proposal including that the threshold for identifying beneficial owners should be kept at 25% across all industries in which customers operate and that ‘control exercised via other means’ criteria needs to be clear, workable and enforceable for practitioners. You can read their press release here. Other News The European Securities and Markets Authority (ESMA) has launched a public consultation on the revision of the Delegated Regulation regarding fees charged to Tier 1 third country central counterparties (CCPs) under the European Market Infrastructure Regulation (EMIR). ESMA has published a supervisory briefing on circuit breakers, which provides a comprehensive overview of supervisory expectations regarding the calibration of circuit breakers implemented by trading venues (TVs).  The International Auditing and Assurance Standards Board (IAASB) has released amendments aimed at bolstering transparency and providing auditors with a clear mechanism to action changes to the International Ethics Standards Board for Accountants’ (IESBA) Code of Ethics for Professional Accountants (including International Independence Standards). The IAASB amended International Standard on Auditing 700 (Revised), Forming an Opinion and Reporting on Financial Statements and ISA 260 (Revised), Communication with Those Charged with Governance. The European Commission issued a communication  outlining its 2024 work programme, along with the accompanying annexes which offers a comprehensive overview of the Commission’s plans including regulation, implementation and enforcement of EU law and delivery of its six headline ambitions. The Central Bank of Ireland issued a public statement on 21 August 2023 in relation to an archiving error that affected the retention period of some information on borrowers’ credit reports held on the Central Credit Register (CCR). The Central Bank provided an update on the matter on 13 October 2023. The Pensions Authority has published its guidance for trustees on the own-risk assessment (ORA), as required under section 64AL of the Pensions Act.  Except for one-member arrangements established before 22 April 2021, the latest date by which a pension scheme's first ORA can be completed is 22 April 2024. This guidance is available on the own-risk assessment (ORA) page of the Authority’s website. For further technical information and updates please visit the Technical Hub on the Institute website.

A notable judgement has been handed down in a recent examinership case. In the case involving Mac Interiors Limited, Mr Justice Michael Quinn ruled that the court had no jurisdiction to confirm the scheme of arrangement proposed by the Examiner. The Judge said there had been a material irregularity in relation to the meetings at which the proposals were considered by the creditors of the Company. Lawyers at Matheson outline, in a note on the firm’s website, that the irregularity in question was creation of a class of creditors called “retained project creditors” who had claims that arose from projects that had not been terminated by the company or by the relevant creditors. It was deemed that this class of “retained project creditors” had been improperly constituted. The Judge said that each class of creditor should be confined to persons “whose rights are not so dissimilar as to make it impossible to consult together with a view to their common interest”. As a result, the court decided, the “retained project creditors” should have been included in the class of unsecured creditors and it had no jurisdiction to confirm the proposals. This judgement is significant in light of the new EU rules that requires a class of creditors in line to receive a dividend payment to back the scheme in order for court approval to be granted.

A notable decision of the UK Court of Appeal Mints & Ors v PJSC National Bank Trust & Anor [2023] EWCA Civ 1132 was handed down on 6 October 2023. The case concerns the UK Russian sanctions’ regime. There were three issues raised in the appeal and they are set out at paragraph 3 of the judgment. (The regulations referred to in the judgment are the Russia (Sanctions) (EU Exit) Regulations 2019 (“Regulations”). The first issue raised was whether a judgment can lawfully be entered for a designated person by the English court following a trial at which it has been established that the designated person has a valid cause of action; The second is the circumstances whereby Treasury /OFSI can license certain payments; The third is whether a designated person controls an entity within the meaning of Regulation 7 where the entity is not a personal asset of the designated person, but the designated person is able to exert influence over it by virtue of the political office that he or she holds at the relevant time. (The control issue). The Court of Appeal found that as (1) the entry of  a money judgment in favour of a designated person was not prohibited by the UK sanctions regime and (2) the payments/litigation steps could be authorised by licence, the issue of control did not arise .However the judge said that as the control issue was fully argued and of some general  significance he would briefly address it .The remarks are therefore obiter dicta ,not a binding part of the decision and of persuasive authority only . The judge said  that the wording of Regulation 7 does not distinguish between different forms of “non-ownership control” or “calling the shots”. He concluded that control can be established under Regulation 7 by whatever means including political and corporate office. In any event the judge said that even though he would have found for the appellants on this issue, because they lost on the first two issues, the appeal must be dismissed. Following the decision the UK Foreign ,Commonwealth and Development Office (FCDO)  issued a statement on the Mint decision saying that it was carefully considering its impact. It said that the FCDO would look to designate a public body where possible when designating a public official if FCDO considered that the relevant official was exercising control over the public body. It went on to say that there is no presumption on the part of the Government that a private entity based in or incorporated in Russia or any jurisdiction in which a public official is designated is in itself sufficient evidence to demonstrate that the relevant official exercises control over that entity. The statement helps to support the conclusion that the UK government did not intend for all Russian companies to be subject to sanctions restrictions by virtue of Mr Putin’s designation, but legislative clarity on this issue would be best to ensure certainty in this area. This information is provided as resources and information only and nothing in these pages purports to provide professional advice or definitive legal interpretation(s) or opinion(s) on the applicable legislation or legal or other matters referred to in the pages. If the reader is in doubt on any matter in this complex area further legal or other advice must be obtained. While every reasonable care has been taken by the Institute in the preparation of these pages, we do not guarantee the accuracy or veracity of any resource, guidance, information or opinion, or the appropriateness, suitability or applicability of any practice or procedure contained therein. The Institute is not responsible for any errors or omissions or for the results obtained from the use of the resources or information contained in these pages.

New research from Edelman Group finds trust in Chartered Accountants rising faster than any other profession amid ongoing economic uncertainty  18 October 2023: The cost-of-living crisis has served to highlight the vital role Chartered Accountants play in helping businesses adapt to new challenges, according to a new study by Edelman Research Group.   78% of respondents said Chartered Accountants have been essential to navigating recent challenges, while 66% of respondents claim they have relied on accountants more than ever before since the cost-of-living crisis began.  Chartered Accountants saw a 7% increase in trust since 2021, rising faster than all other professions included as part of the study, including doctors, nurses, engineers, teachers and lawyers. Nurses, accountants and auditors were the only other professions to see a rise in trust since 2021, with trust in nurses and accountants increasing by 3%. Trust in other financial professions, including bankers and insurance brokers, has declined.  The research findings showed the continuation of a trend over several years of Chartered Accountants playing a central role in supporting the strategic direction of businesses, particularly in times of crisis, with cost-of-living pressures only the latest example of this.  Commenting, Barry Dempsey, Chief Executive of Chartered Accountants Ireland, said:  “This research shows that in times of economic uncertainty, Chartered Accountants continue to step up and help businesses navigate crises. Guidance from Chartered Accountants around the Brexit transition and the COVID-19 pandemic were viewed as essential by respondents, at a rate of 75% and 72% respectively.   “It is promising to see the dedication and integrity of Chartered Accountants reflected in this data, which confirms support across the business sector for the valuable work that our members do. Through economic uncertainties, Chartered Accountants have played a more pivotal role than ever.”  In 2022, Chartered Accountants Ireland successfully advocated for an extension of the Debt Warehousing Scheme for taxpayers for an additional 12 months, allowing greater flexibility for businesses navigating the uncertain circumstances following the pandemic.   Regarding the developing state of Artificial Intelligence, the study says that 8 in 10 respondents feel that the value provided by Chartered Accountants cannot be replicated by AI. As other professions face uncertainty in the face of rapidly developing technology, the role of the Chartered Accountant remains necessary amidst constantly shifting economic conditions.  8 in 10 also say they intend for Chartered Accountants to lead digital transformation within their organisation. This is something Chartered Accountants are already engaged in at major firms.   Barry Dempsey said: “It is also encouraging to see the continued security of accountancy as a profession in the ever-changing landscape of Artificial Intelligence. It is clear from this research that the thoughtful, strategic work of the Chartered Accountant cannot be replicated by a technology. Consensus among the business community on this is warmly welcomed.   “The field of chartered accounting continues to develop into an exciting, creative field open to the next generation, for which technological development is an opportunity, not a threat.”  Notes for Editors:  Edelman Data & Intelligence is a global, multidisciplinary research, analytics and data consultancy company comprised of over 350 research specialists, business scientists, data engineers, behavioural and machine-learning experts, and data strategy consultants based in 15 markets around the world.   

The Money Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017 (as amended) require firms to take the appropriate steps to identify and assess the risk that they could be used for money laundering, including terrorist financing. The Accountancy AML Supervisors Group (AASG) in the UK has identified those circumstances where there might be a high risk of money laundering or terrorist financing in the accountancy sector. This Guidance also reflects the key risks and threats highlighted within the UK’s National Risk Assessment 2020.

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