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Stonegate Pub Company Limited - Tax Strategy

Scope

Stonegate Pub Company Limited (Stonegate), is a limited company incorporated in the Cayman Islands and tax   resident in the UK.

This strategy applies to Stonegate and the group of companies headed by Stonegate in accordance with paragraphs 19 and 25 of Schedule 19 to the Finance Act 2016. A full list of the entities to which it applies is set out below. In this strategy, references to ‘Stonegate’, ‘the Company’ or ‘the Group’ are to all these entities. The strategy has been published in accordance with paragraph 16(4) of the Schedule.

This strategy applies from the date of publication until it is superseded. References to ‘UK Taxation’ are to the taxes and duties set out in paragraph 15(1) of the Schedule which include Income Tax, Corporation Tax, PAYE, NIC, VAT, Insurance Premium Tax, and Stamp Duty Land Tax. References to ‘tax’, ‘taxes’ or ‘taxation’ are to UK taxation and to all corresponding worldwide taxes and similar duties in respect of which Stonegate has legal responsibilities.

Aim

Stonegate is committed to full compliance with all statutory obligations and full disclosure to tax authorities. Tax affairs are managed in a way which takes into account the Stonegate’s wider corporate reputation in line with our overall high standards of operation.

Governance in relation to UK taxation

The ultimate accountability for Stonegate’s tax strategy and compliance rests with the Company’s statutory directors. This is turn is delegated to the Stonegate Operating Board, which a majority of the Statutory Directors sit on.

The key areas of responsibility and processes are set out below.

The Operating Board is responsible for Governance, however have delegated this responsibility to the CFO who will report up as required. The Operating Board is responsible for ensuring there is an appropriate framework for the implementation of the strategy and oversight of the identification and management of tax risk. The Operating Board maintains responsibility for implementing new controls where material tax risks are identified.

The CFO has ownership of Stonegate’s tax operations and oversight of tax risk, with the detailed analysis and preparation of the tax records covered by other key members of the Finance Team.

A number of tax sensitive processes are performed within the Finance and Human Resources teams of the business and each relevant stakeholder is responsible and accountable for meeting its tax obligations, controls and policies as issued by the Operating Board.

All papers put forward to the Operating Board that contain comments on tax must be supported by an appropriate level of tax analysis. The CFO is responsible for ensuring sufficient tax analysis has been undertaken in advance of papers being submitted to the Operating Board. All transactions falling within the above principles and/or specifically mentioned must have Operating Board level approval before they can proceed.

The CFO’s responsibilities also include:

  • Regular communication with the Operating Board regarding management of material tax risks and opportunities;
  • Reviewing any significant transactions; (e.g. acquisitions, disposals, financing arrangements);
  • Monitoring adherence to the Tax Strategy;
  • Approval of tax disclosures for Stonegate’s financial statements;
  • Approval of tax returns; and,
  • Ensuring accounting systems and controls report accurate and timely information for tax reporting purposes, thereby enabling him as the Senior Accounting Officer to provide the certification required by Schedule 46 Finance Act 2009.

Internal communication and escalation procedures are established within the business and understood by staff. All staff report tax sensitive queries to the CFO.

Risk Management

Stonegate’s overall appetite for risk is part of the business model aligned to the strategic and corporate objectives.  Stonegate’s on-going tax risk approach is based on principles of reasonable care and materiality.

Each tax risk is measured based on a balance of impact of that risk which may consider financial and non-financial factors.

The aim is not to avoid or eliminate risk entirely, but to manage closely Stonegate’s exposure to risk.  Stonegate manages risks to ensure compliance with legal requirements in a manner which ensures payment of the right amount of tax.

Processes relating to different taxes are allocated to appropriate process owners, who carry out a review of activities and processes to identify key risks and mitigating controls in place. These key risks are monitored for business and legislative changes which may impact them and changes to processes or controls are made when required.

The CFO will determine whether to escalate any queries to the Operating Board, HMRC or any specialist advisor.

Attitude towards tax planning and level of risk

Stonegate seeks to take advantage of available tax incentives, reliefs and exemptions in line with, and in the spirit of, tax legislation, to manage, but not eliminate tax owed.

The company seeks to reduce the level of tax risk arising from its operations as far as is reasonably practicable by ensuring that reasonable care is applied in relation to all processes which could materially affect its compliance with its tax obligation.

Stonegate will take a prudent approach to uncertainty, but if relevant and appropriate to the historic position of any tax sensitive areas, provision will be made within the accounts to accommodate these.

Relationship with HMRC

Stonegate maintains an open and honest relationship in its dealing with HMRC and will seek to work in ‘partnership’ with HMRC in relation to its tax dealings. This will include regular meetings and communication in respect of significant developments in business and relevant tax discussions.

Stonegate will disclose any relevant planning it undertakes to HMRC in line with the legal disclosure requirements and criteria set out by HMRC. The Company will liaise with HMRC to determine and agree where possible the correct treatment of key items, and its compliance requirements, wherever it is uncertain of the prevailing rules to apply. In the event of any material inadvertent errors arising, full disclosure, where required by law will be made to HMRC.

When submitting tax computations and returns to HMRC, Stonegate discloses all relevant facts and identifies any transactions or issues where it considers that there is potential for the tax treatment to be uncertain.

Stonegate continues to meet and cooperate with HMRC to facilitate a mutually beneficial relationship.

List of entities covered by this Tax Strategy

Stonegate Pub Company Limited

Town & City Pub Group Limited

Barley Pub Company Limited

Hops Pub Company Limited

Bay Restaurant Group Limited

Slug and Lettuce Company Limited

Intertain Limited

Intertain (Bars) Limited

Intertain (Bars) II Limited

Intertain (Bars) III Limited

Intertain (Bars) IV Limited

Hull Propco Limited

FTK Propco Limited

BH Propco Limited

SJT Propco Limited

DW Propco Limited

AD Propco Limited

Falcon Propco 1 Limited

Large Bars Limited

 

Stonegate Pub Company Holdings Limited

Stonegate Pub Company Midco Limited

Stonegate Pub Company Financing plc

Yates Group Pension Trustees Limited   (Dormant)

Laurel Pension Trustee Company Limited (Dormant)