Lecture: SQE 1- Business and Procedure (Online)

SQE 2 – Business organisations, rules and procedures

  • Business and organisational characteristics (sole trader/partnership/LLP/private and unlisted public companies).
  • Legal personality and limited liability
  • Procedures and documentation required to incorporate a company/form a partnership/LLP and other steps required under companies and partnerships legislation to enable the entity to commence operating
  • constitutional documents
  • Companies House filing requirements

Finance

  • funding options: debt and equity
  • types of security
  • distribution of profits and gains
  • financial records, information and accounting requirements.

Corporate governance and compliance

  • rights, duties and powers of directors and shareholders of companies

Company decision-making and meetings

  • procedural, disclosure and approval requirements
  • documentary, record-keeping, statutory filing and disclosure requirements
  • appointment and removal of directors
  • minority shareholder protection

Partnership decision-making and authority of partners

  • procedures and authority under the Partnership Act 1890
  • common provisions in partnership agreements

Insolvency (corporate and personal)

  • options and procedures – CVA/IVA, bankruptcy, administration, fixed asset receivership, voluntary and compulsory liquidation
  • claw-back of assets for creditors – preferences, transactions at an undervalue, fraudulent and wrongful trading, setting aside a floating charge
  • order of priority for distribution to creditors

Taxation – business

Income Tax

  • chargeable persons/entities (employees, sole traders, partners, shareholders, lenders and debenture holders)
  • basis of charge (types of income/main reliefs and exemptions)
  • the charge to tax: calculation and collection
  • the scope of anti-avoidance provisions.

Capital Gains Tax

  • chargeable persons/entities (sole traders, partners, and shareholders)
  • basis of charge (calculation of gains/allowable deductions/main reliefs and exemptions)
  • the charge to tax: calculation and collection
  • the scope of anti-avoidance provisions.

Corporation Tax

  • basis of charge
  • calculation, payment and collection of tax
  • tax treatment of company distributions or deemed distributions to shareholders
  • outline of anti-avoidance legislation.

Value Added Tax

  • key principles relating to scope, supply, input and output
  • tax registration requirements and issue of VAT invoices
  • returns/payment of VAT and record keeping

Inheritance Tax

  • business property relief

Money laundering and financial services

Money laundering

  • purpose and scope of anti-money laundering legislation including the international context
  • circumstances encountered in the course of practice
  • where suspicion of money laundering should be reported in accordance with the legislation
  • the appropriate person or body to whom suspicions should be reported, the appropriate time for such reports to be made and the appropriate procedure to be followed
  • direct involvement and non-direct involvement offences, and defences to those offences under Proceeds of Crime Act 2002
  • due diligence requirements.

Financial services

  • the financial services regulatory framework including authorisation, and how it applies to solicitors’ firms
  • recognition of relevant financial services issues, including the identification of specified investments, specified activities and relevant exemptions
  • application of the Financial Services and Markets Act 2000 and related secondary legislation to the work of a solicitor
  • appropriate sources of information on financial services

Ethics and professional conduct

Candidates are required to demonstrate their ability to act honestly and with integrity, and in accordance with the SRA Standards and Regulations as follows:

  • The purpose, scope and content of the SRA Principles

The purpose, scope and content of the

  • SRA Code of Conduct for Solicitors, RELs and RFLs

SRA Code of Conduct for Firms in relation to

  • Managers in authorised firms
  • Compliance Officers.

For further information, send an email to sqe@qltsprivatetutor.com