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Tom Redfern LLB (Hons) Head of Legal Fitzgerald & Law Professional Advisory Services Rachel Lockwood BSc (Hons), ACA, CTA Partner Oury Clark Chartered Accountants

Session1 f&l uk business immigration, employment and ip update tom redfern - jan 2012

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Page 1: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

Tom RedfernLLB (Hons)

Head of LegalFitzgerald & Law

Professional Advisory Services

Rachel Lockwood BSc (Hons), ACA, CTA

PartnerOury Clark

Chartered Accountants

Page 2: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

GLOBAL READYInternational Growth Strategies for SMEs: The Legal Aspects of Setting up in the UK

January 25, 2012, Charlotte NC Session 1

Tom Redfern, Head of F&L Legal LLP

Page 3: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

www.fitzgeraldandlaw.com

London San Francisco

Agenda

Incorporation

V

Permanent Establishment

Changes to UK Work Permits

Page 4: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

UK Company Set Up

Permanent Establishment (PE):

No legal identity distinct from overseas parent

Unlimited liability

Parent is liable for debts which may be enforced against overseas assets

(subject to International Law)

Statutory audit is not a legal requirement, no annual return to

Companies House required

Limited Company:

Separate legal identity

Liability limited to the extent of the share capital (min. £1)

Can own property, sue and be sued, contract in its own right, liable for its

own debts

Statutory audit is a legal requirement if worldwide group

sales exceed £6.5m

Page 5: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

UK Company Set Up

Permanent Establishment (PE):

Statutory accounts of the overseas parent, which owns the PE, must

be filed at Companies House

Permanent Representative

Their authority

May be perceived as being less committed to the UK market

Limited Company:

Statutory accounts of the UK Company (not the foreign parent) must be filed at Companies House

Directors and Company Secretary and Registered Office

Their authority

Usually perceived as portraying a better local image and profile

Page 6: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

UK Company/PE Set UpAction Time Notes

Critical Register a PE

Incorporate a Ltd Company

2 – 4 wks

1 – 2 days

Nothing can proceed without

registration of PE / Ltd Company

Immediate

VAT registration

Bank account application

Register for Payroll

2 months +

1 month +

1 week +

Assume queries from HMRC

Salaries/deductions can be calculated/

paid in the interim

Required

Employment Contracts

Employer’s Liability

Insurance

Corporation Tax Registration

Within 8 weeks

1 week

Within 3

months

Deadline is a legal requirement

Legal requirement to have ELI

Within 3 months of starting first

accounting period, i.e. when trading

starts

Page 7: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

Changes to UK Work Permits

Page 8: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

Changes to UK Work PermitsFacts and Figures

Summer 2010: Govt aim to reduce net migration figure to <100,00 in its lifetime(reviewing all routes)

Warning: assumed the same numbers would carry on leaving ashave done before

1980s : 42,000 more people leave than arrive each year

To 1997: Govt aim to minimise immigration into the UK

1997 onwards: Policy changes contribute to rapid increase in migration

Until 1994: Paper records kept of foreign citizens arriving/leaving the UK

1998: Govt abolishes controls on checking visas on departure

2004: 250,000 net arrivals

2009: Net migration reached 196,000

2010: Net migration reached 252,000: highest calendar figure on record

2018: Britain's population will rise by 4m to 65.6m

Page 9: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

www.fitzgeraldandlaw.com

London San Francisco

The Challenge Changes to UK Work Permits

The Challenge for the UK Government

Reduce net migration and protect economic growth

Build confidence in the immigration system

Select the brightest and best to work and study in the UK

Bear down on abuse (Tier 4: Students)

Less automatic settlement

Page 10: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

www.fitzgeraldandlaw.com

London San Francisco

Types of Work PermitChanges to UK Work Permits

Sole Representative

Tier 1: Belongs to the

individual

Tier 2: Belongs to the

Company

Page 11: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

www.fitzgeraldandlaw.com

London San Francisco

Sole RepresentativeChanges to UK Work Permits

Sole Representative (not points based)

• Can own up to 49% of the US and UK businesses

• Should hold a senior post

• Should be directly employed by the parent company

• 2 years initially, can be extended for a further 3

• Should not intend to carry out any other work

• Eligible for NHS healthcare (free)

• Can qualify for Indefinite Leave to Remain (ILR)

Page 12: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

www.fitzgeraldandlaw.com

London San Francisco

Tier 1 VisaChanges to UK Work Permits

Tier 1 (points based)

Exceptional Talent

Investor Entrepreneur

Page 13: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

www.fitzgeraldandlaw.com

London San Francisco

Tier 1 Investor VisaChanges to UK Work Permits

Tier 1 Investor (Points based)

• The purpose is to allow High Net Worth Individuals to make significant investment into the UK. It is not linked to employment in the UK.

• You must achieve a minimum number of points based on your ability to invest £1m

• Is valid for 3 years and can be extended by 2 years

• Investors of £5m will be allowed to settle in the UK after 3 years

• Those investing £10m can settle after 2 years

Page 14: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

www.fitzgeraldandlaw.com

London San Francisco

Tier 1 Entrepreneur VisaChanges to UK Work Permits

Tier 1 Entrepreneur (points based)

• Allows you to set up/take over/ be actively involved in running a UK business

• Need to have at least £200k available or £50k from an approved 3rd party funder

• The money must be for spending in the UK

• Is valid for 3 years and can be extended by 2 years

Page 15: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

www.fitzgeraldandlaw.com

London San Francisco

Tier 2 VisaChanges to UK Work Permits

Tier 2

Intra-CompanyTransfer

Sponsor Licence General

Page 16: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

www.fitzgeraldandlaw.com

London San Francisco

Tier 2 Sponsor LicenceChanges to UK Work Permits

Tier 2 Sponsor Licence

• Sponsor licence for UK company required before a work permit for an employee can be applied for

• The process takes longer for new companies than established companies

• An Authorising Officer submits the application

• Beware of UK Border Agency audit/visit

Page 17: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

www.fitzgeraldandlaw.com

London San Francisco

Tier 2 GeneralChanges to UK Work Permits

Tier 2 GeneralRestricted: - £20-150k pa salary

- Graduate Level

- RLMT

- Limit of 20,700 for 2011/12

- Settlement

Unrestricted: - Over £150k pa salary

- No limit on numbers

- Settlement

Page 18: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

www.fitzgeraldandlaw.com

London San Francisco

Tier 2 Intra-Company TransferChanges to UK Work Permits

Tier 2 Intra-Company Transfer • Must have minimum of 1 year’s service

• Graduate Level

• Short-term staff – min salary £24-£39,999k pa

• Long-term staff – min salary £40k+ pa

• No settlement

Page 19: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

The End

Thank you for listening

Page 20: Session1 f&l uk business immigration, employment and ip update   tom redfern - jan 2012

London Office8 Lincoln’s Inn Fields London WC2A 3BP

+44 20 7404 [email protected]

North America Office 388 Market Street, Suite 1300, San Francisco CA94111

+1 415 [email protected]

www.fitzgeralandlaw.com

Tom Redfern+44 20 7430 5886

[email protected]