This note provides guidance on the definition of a ‘loan relationship’. It also describes the situations where loan relationships are deemed to exist even though the strict definition for one has not been met.
HMRC’s Corporate Finance Manual contains detailed guidance on its interpretation of these rules at CFM31000 onwards. This note does not reiterate that guidance but summarises the key concepts.
A flowchart outlining the scope of the loan relationships regime can be found at Flowchart ― tax treatment of loan relationships.
Definition of loan relationship
CTA 2009, s 302 states that a company has a loan relationship if:
- the company stands in the position of a creditor or debtor as respects to any money debt (whether by reference to a security or otherwise, ie whether the debt is secured or unsecured)
- the debt arises from a transaction for the lending of money
For a loan relationship to exist, this core definition must be met. However, certain terms are expanded below.
It is important to note that if a company is owed money, it stands in the position of creditor and has a ‘creditor relationship’. Conversely, if the company owes money, it stands in the position of debtor and has a ‘debtor relationship’. Essentially, lender / investor / holder of debt has an asset on its balance sheet = ‘creditor relationship’; and borrower / issuer of debt has a liability on the balance sheet‘ = ‘debtor relationship’. This is opposite to conventional accounting terminology.