One minute with Sarah Lane, tax partner in the London office of Wilson Sonsini Goodrich & Rosati.
What’s keeping you busy at work?
A mixture of venture capital and M&A work, and providing advice to the fast growth companies we work with in London, particularly on expansion into the US. There is a real buzz about working with these businesses and supporting them as they grow.
If you could make one change to tax, what would it be?
It’s quite a sweeping one. Tax laws should be designed to match the policy they support. In the UK, the tax law rewrite project started in 1996 with lots of enthusiasm and ambition, and the process was so protracted and involved compromises between so many stakeholders that the rewritten legislation delivered over the next fourteen years didn’t fulfil most of the original objectives. There had also been an aim that new legislation would be clear, comprehensible and suited to the policy underlying it. That hasn’t happened either. I’d like to see a process which requires policy objectives to be much more clearly articulated and drafting which supports these. This applies to UK and internationally based legislation. At one end of the spectrum, we’re about to have swathes of legislation on Pillar Two which will absorb large amounts of effort and cost for in-house teams and advisers for the largest groups and where there will be significant uncertainty at the margins on lots of issues. At the other, we have three separate venture capital incentive schemes which ought to be clear and simple to apply for growth businesses and their investors, and which instead occupy in the region of 190 pages of legislation (depending on your edition) between them. The right approach to blocking inappropriate tax planning isn’t to overcomplicate the legislation: it’s to have coherent policies which can then support clear drafting.
Are there any new rules that are causing a problem?
A regular problem that is coming up for organisations of all sizes isn’t so much with new rules but the absence of new rules to deal with increased employee and contractor mobility. The pandemic demonstrated the scope for people to work remotely, and now individuals want and companies would like to offer remote working options, including cross-border. Businesses want to stay compliant, but they need bright line tests and safe harbours that will provide a workable regime to deal with payroll taxes, indirect taxes and permanent establishment concerns. Clearly, this isn’t something the UK can achieve on its own, but the current complexity and grey areas aren’t working for anyone, including tax authorities.
What do you know now that you wish you’d known at the start of your career?
While there can be bad advice, there’s no such thing as good advice – only advice that meets the client’s needs. Some simply want the commercial answer, some want every detail of the reasoning, and to understand the background fully so they can make a calibrated judgement themselves. That’s why knowing your clients is crucial and, wherever possible, advising directly. Where your advice is fed through a chain – whether the chain is of colleagues or within a client team – it’s much harder to get this right.
Has a recent tax case caught your eye?
The Upper Tribunal judgment isn’t that recent but BCM Cayman LP (2) Bluecrest Capital Management Cayman Ltd v HMRC [2022] UKUT 198 (TCC) is significant when working with funds and partnerships – it’s currently listed for a further hearing in the Court of Appeal in July this year. When advising and structuring funds a huge amount turns on various points about the tax treatment of partnerships. In the absence of a full legislative set of provisions, this means having to work with a combination of HMRC guidance and the BVCA MOUs. Any tax case that may clarify principles (rather than just the treatment of the specific and complex set of arrangements entered into here) is potentially important.
What new issues have clients been raising recently?
Clean energy and clean tech businesses are increasingly puzzled as to why the UK is not creating any specific tax incentives to encourage innovation in this area. The US tax credit scheme has had a real impact, and with the EU announcement in March of the green deal industrial plan, the UK also needs to take action – and do it quickly. There’s a real swell of interest and innovation in this area across the UK, and it needs tangible support, including a well-designed incentive system.
You might not know this about me but...
I originally ended up in both law and tax by a series of happy accidents. Originally I wanted to be an archaeologist, but my experience as a teenager of lots of trowelling and mattocking in pouring rain to excavate a small iron age settlement in the Perthshire hills where the most exciting discovery we made were some fragments of an undecorated clay pot, made me realise that I probably didn’t have the patience for real archaeology. So I’m just an interested amateur – but in terms of lots of effort to get to the exciting moments, perhaps it has something in common with the hunt for the answer to a difficult set of tax questions!
One minute with Sarah Lane, tax partner in the London office of Wilson Sonsini Goodrich & Rosati.
What’s keeping you busy at work?
A mixture of venture capital and M&A work, and providing advice to the fast growth companies we work with in London, particularly on expansion into the US. There is a real buzz about working with these businesses and supporting them as they grow.
If you could make one change to tax, what would it be?
It’s quite a sweeping one. Tax laws should be designed to match the policy they support. In the UK, the tax law rewrite project started in 1996 with lots of enthusiasm and ambition, and the process was so protracted and involved compromises between so many stakeholders that the rewritten legislation delivered over the next fourteen years didn’t fulfil most of the original objectives. There had also been an aim that new legislation would be clear, comprehensible and suited to the policy underlying it. That hasn’t happened either. I’d like to see a process which requires policy objectives to be much more clearly articulated and drafting which supports these. This applies to UK and internationally based legislation. At one end of the spectrum, we’re about to have swathes of legislation on Pillar Two which will absorb large amounts of effort and cost for in-house teams and advisers for the largest groups and where there will be significant uncertainty at the margins on lots of issues. At the other, we have three separate venture capital incentive schemes which ought to be clear and simple to apply for growth businesses and their investors, and which instead occupy in the region of 190 pages of legislation (depending on your edition) between them. The right approach to blocking inappropriate tax planning isn’t to overcomplicate the legislation: it’s to have coherent policies which can then support clear drafting.
Are there any new rules that are causing a problem?
A regular problem that is coming up for organisations of all sizes isn’t so much with new rules but the absence of new rules to deal with increased employee and contractor mobility. The pandemic demonstrated the scope for people to work remotely, and now individuals want and companies would like to offer remote working options, including cross-border. Businesses want to stay compliant, but they need bright line tests and safe harbours that will provide a workable regime to deal with payroll taxes, indirect taxes and permanent establishment concerns. Clearly, this isn’t something the UK can achieve on its own, but the current complexity and grey areas aren’t working for anyone, including tax authorities.
What do you know now that you wish you’d known at the start of your career?
While there can be bad advice, there’s no such thing as good advice – only advice that meets the client’s needs. Some simply want the commercial answer, some want every detail of the reasoning, and to understand the background fully so they can make a calibrated judgement themselves. That’s why knowing your clients is crucial and, wherever possible, advising directly. Where your advice is fed through a chain – whether the chain is of colleagues or within a client team – it’s much harder to get this right.
Has a recent tax case caught your eye?
The Upper Tribunal judgment isn’t that recent but BCM Cayman LP (2) Bluecrest Capital Management Cayman Ltd v HMRC [2022] UKUT 198 (TCC) is significant when working with funds and partnerships – it’s currently listed for a further hearing in the Court of Appeal in July this year. When advising and structuring funds a huge amount turns on various points about the tax treatment of partnerships. In the absence of a full legislative set of provisions, this means having to work with a combination of HMRC guidance and the BVCA MOUs. Any tax case that may clarify principles (rather than just the treatment of the specific and complex set of arrangements entered into here) is potentially important.
What new issues have clients been raising recently?
Clean energy and clean tech businesses are increasingly puzzled as to why the UK is not creating any specific tax incentives to encourage innovation in this area. The US tax credit scheme has had a real impact, and with the EU announcement in March of the green deal industrial plan, the UK also needs to take action – and do it quickly. There’s a real swell of interest and innovation in this area across the UK, and it needs tangible support, including a well-designed incentive system.
You might not know this about me but...
I originally ended up in both law and tax by a series of happy accidents. Originally I wanted to be an archaeologist, but my experience as a teenager of lots of trowelling and mattocking in pouring rain to excavate a small iron age settlement in the Perthshire hills where the most exciting discovery we made were some fragments of an undecorated clay pot, made me realise that I probably didn’t have the patience for real archaeology. So I’m just an interested amateur – but in terms of lots of effort to get to the exciting moments, perhaps it has something in common with the hunt for the answer to a difficult set of tax questions!
