Author: Glenn

Who values goodwill when a business is sold? HMRC's Shares and Assets Valuation team takes the lead.

Whether the goodwill belongs to a sole trader, partnership or limited company, HMRC’s SAV team will either accept the submitted valuation, give their own open market estimate, or state they need more information.

For non-corporate goodwill, the SAV team have the following options for valuing goodwill:

• Accepting the valuation
• Providing an opinion of Open Market Value if the claim appears under or overvalued
• Stating that insufficient information is available to form a view

Corporate goodwill valuations are usually submitted directly to SAV as informal or formal requests. When Trade Related Property is involved, the SAV team will liaise with the Valuation Office Agency.

These are the key issues the SAV team will look at when valuing goodwill:

• the full sale and purchase documentation relating to the transfer of both tangible and intangible assets;
• succession arrangements;
• the valuation approach used – e.g. capitalisation of profits, super profits or a trade specific method;
• the activities of the business and role of the owners within it;
• the financial statements/accounts (including the detailed trading and profit and loss account) for the 3 years before valuation;
• any other relevant financial information;
• appropriate yield and multiples of comparable companies and sectors;
• the commercial and economic background at valuation date;
• how the personal goodwill of the owner has been reflected in the valuation; and
• any other relevant factors.

Open market value must exclude any assumptions about a "special purchaser" unless industry norms support synergy-based premiums.

Married couples can pass on up to £1 million tax-free if they plan their estates carefully.

The Inheritance Tax  (IHT) nil-rate band is currently £325,000. This means there is normally no IHT to pay if an estate is valued below this threshold. This amount can be higher if you leave everything above the £325,000 threshold to your spouse, civil partner, a charity or a community amateur sports club.

In addition, there is an IHT residence nil rate band (RNRB) of £175,000. This is a transferable allowance for married couples and civil partners (per person) when their main residence is passed down to a direct descendent such as children or grandchildren after their death. The allowance is available to the deceased person’s children or grandchildren.

Any unused portion of the RNRB can be transferred to a surviving spouse or partner. The RNRB is in addition to the £325,000 nil-rate band. The allowance is available to the deceased person's children or grandchildren. Taken together with the current IHT limit of £325,000 this means that married couples and civil partners can pass on property worth up to £1 million (£325,000 x 2 plus £175,000 x 2) free of IHT to their direct descendants. 

The transfer does not happen automatically and must be claimed from HMRC when the second spouse or civil partner dies. This is usually done by the executor making a claim to transfer the unused RNRB from the estate of the spouse or civil partner that died first.

There is a tapering of the RNRB for estates worth more than £2 million even where the family home is left to direct descendants. The additional threshold will be reduced by £1 for every £2 that the estate is worth more than the £2 million taper threshold. This can result in the full amount of the RNRB being tapered away. 

VAT relief is available on goods and services for people with long-term illnesses or disabilities. 

There are special VAT reliefs available for certain people living with disabilities or long-term illnesses. These reliefs are generally available on certain products and services designed specifically for their personal or domestic use. This VAT relief covers not only the product itself but also installation, repairs, maintenance as well as related spare parts and accessories.

Eligible items typically include adjustable beds, stair lifts, wheelchairs, medical aids, low vision aids (excluding glasses or contact lenses) and home building works such as ramps, widened doorways or lifts. Motor vehicles purchased or leased through the Motability scheme may also qualify.

To benefit from this relief, the individual must meet HMRC’s criteria which usually covers those with a long-term physical or mental condition affecting daily life, chronic illnesses such as diabetes or terminal conditions. Age criteria alone, or temporary disabilities, do not qualify.

Buyers must provide a written declaration confirming their eligibility. Most suppliers will provide a standard form for this purpose.

For imported items, qualifying goods for personal use can benefit from VAT relief if they are properly declared.

Local councils may also offer support or funding for necessary home adaptations, helping ensure greater independence and quality of life for disabled individuals.

A recent ruling affirms that an employer is directly liable for the unauthorised disclosure of an employee's private information. An employee worked at a JD Wetherspoon pub for approximately eighteen months, during which time she provided her contact details, including her mother's mobile number as an "emergency contact phone number". These details were kept in her personnel file, conspicuously marked "Strictly Private and Confidential," and locked in a filing cabinet in the manager's office. She ceased working at the pub before Christmas 2018, and her details were properly retained by the defendant.

Throughout 2018, the claimant endured severe abuse from her then-partner, who was arrested in the autumn and held on remand for serious violence and harassment offences. Due to a history of abuse and her desire to avoid further contact with him, she changed her mobile phone number, rendering the number on file obsolete, although her mother's mobile number remained active.

On Christmas Day 2018, while on remand, her ex-partner obtained a mobile phone and called the Wetherspoons pub, falsely identifying himself as a police officer and claiming an urgent need to contact the claimant. A staff member who knew the claimant consulted with the manager, who then accessed the claimant's confidential personnel file, transcribed her mother's mobile number, and instructed the staff member to provide it to the caller.  

The ex-partner then called the claimant's mother, who was out at a Christmas lunch with her family, including the claimant. Again impersonating a police officer, he persuaded the mother of his urgent need to speak to the claimant, and the phone was passed to her, whereupon she was verbally abused and threatened. Not only had the abusive relationship and her fear of contact been disclosed to the manager on several occasions, but Wetherspoons was aware that "pretexting" is a known threat and that their staff was trained concerning such threats.  

The claimant successfully sought damages pertaining to the misuse of private information and breach of confidence, although claims of further breaches under the Data Protection Act (DPA) 2018 and the General Data Protection Regulation (GDPR) 2018, while initially dismissed, were later upheld by the High Court.

Here, there is a clear distinction drawn between a failure to keep data secure online and an active disclosure of data by the employer's staff. Employers must not only have policies in place but also ensure that they are understood and followed in practice. Such training must be robust and regularly reinforced to avoid being found vicariously liable. It is simply insufficient to have a "Strictly Private and Confidential" label or issue a training manual. An employee's emergency contact details, even if they are those of a relative, constitute private information, and employees have a reasonable expectation of privacy.

UK Export Finance (UKEF) is the UK’s export credit agency and government-backed financier. Its mission is to ensure that no viable UK export fails simply due to lack of funding or insurance.

What UKEF offers

• Working capital support: Through schemes such as the General Export Facility, Export Working Capital Scheme, and Export Development Guarantee, UKEF backs loans that help UK businesses fulfil multiple export contracts or build up stock and capacity. Loans of up to £25 million are available, typically delivered through participating lenders.
• Bond protection: UKEF supports performance bonds and advance payment guarantees through its Bond Support Scheme and Bond Insurance Policy. This enables exporters to meet buyer demands without tying up excessive working capital, as banks are more willing to issue bonds when UKEF shares the risk.
• Export insurance: UKEF insures against risks that private insurers may be unwilling to cover. This includes non-payment by overseas buyers and political risks in certain markets. Cover is available for up to 95% of the contract value, giving exporters confidence to sell to new or emerging markets.
• Buyer finance and direct lending: UKEF can finance overseas buyers of UK goods and services through its Buyer Credit Facility and Direct Lending Facility. These allow foreign governments or companies to access competitive finance terms when purchasing from UK suppliers, especially for infrastructure and capital projects.
• Expert guidance: UKEF’s nationwide network of Export Finance Managers offers free, impartial advice to UK businesses. They help firms assess eligibility, navigate applications, and manage risk more effectively.

Why it matters

UKEF removes many of the common financial barriers that prevent UK firms from exporting. By providing financial backing, guarantees, and insurance, it helps businesses of all sizes grow through international trade.