Helena Partnerships Ltd v HMRC & anr [2012] EWCA Civ 569

WTLR Issue: November 2012 #124

HELENA PARTNERSHIPS LIMITED (formerly Helena Housing Limited)

V

1. THE COMMISSIONERS FOR HM REVENUE AND CUSTOMS

2. HM ATTORNEY-GENERAL

Analysis

The appellant, a company limited by guarantee and not having a share capital, was a registered social landlord. Originally incorporated in January 2001, the appellant was registered as a charity on changing its memorandum and articles of association in November 2004. However, unless the appellant could establish that its objects were carried on for exclusively charitable purposes during the prior period from October 2001 to November 2004 there was a liability on rents received of £6m in corporation tax due to the respondent. The objects were the provision of housing, accommodation, assistance to help house people, associated facilities and amenities, and any other object that could be carried out by a company registered as a social landlord with the Housing Corporation for the benefit of the community. By reference to s2 of the Housing Act 1996, a body was eligible for registration as a social landlord if it was a registered charity housing association, a society registered under the Industrial and Provident Societies Act 1965 or a company registered under the Companies Act 1985, which in either case satisfied the conditions of subsection (2). Those conditions were that the body was non-profit making and established for the purpose of, or had among its objects or powers, the provision, construction, improvement or management of houses to be kept available for letting, houses for occupation by members of the body where the rules restricted membership to persons entitled to occupy houses provided or managed by the body, or hostels and that any additional purposes or objects were among those specified in subsection (4). Those additional purposes or objects were:

Cases referenced

Cases in bold have further reading - click to view.

Legislation referenced

Legislation in bold has further reading - click to view.

  • Charities Act 1993, ss3 and 4
  • Companies Act: 1985
  • Cremation Act 1902
  • European Convention on Human Rights, Art 8
  • Housing Act 1985, ss8-13
  • Housing Act 1996, s2
  • Industrial and Provident Societies Act 1965
  • Mortmain Act 1736
  • Mortmain and Charitable Uses Act 1888, s13(3)
  • Nurses Act 1957, s3(2)(b)
  • Recreational Charities Act 1958
  • Statute of Charitable Uses 1601