Newspapers including the Daily Telegraph reports excitedly that the Tulchan Estate in Morayshire is on the market for offers £25 million. A closer look at the facts, however, indicates that this is not so. The Press Release published by Savills makes clear that it is the company that owns Tulchan Estate – Tulchan Sporting Estates Ltd. – that is being sold.

So who owns Tulchan Sporting Estates Ltd. (TESL)?

Savills claims that the principal shareholders are “Gillian and Leon Litchfield”. But a closer look at the facts indicates that this too is not so. They are both Directors of the Company and did, prior to 17 November 2014, own shares in the company but they no longer do so.

The current sole shareholder is Archimedes Private Office (Suisse) Sàrl (as Security Agent), a company incorporated in Switzerland at Route Des Acacias 24, 1227 Les Acacias, Geneva. This company has, in addition, a number of securities over the Tulchan Estate.

The sale of the company by its sole shareholder Archimedes Private Office (Suisse) Sàrl has three notable consequences.

First, since the sale is of a shares in TESL owned by a Swiss company, there will probably be no liability to Capital Gains Tax. The latest accounts of TESL show the assets of the company to be worth £11,462,686. The shareholding is being sold for over £25 million.

Second, since the sale is of the share in the company and not of the property, there will be no liability Land and Buildings Transaction Tax (on a sale of £25 million, that would equate to £1,115,250 lost to Revenue Scotland).

Third, there are four tenant farmers who have a registered interest to buy their farms under the Agricultural Holdings (Scotland) Act 2003. This right to buy is triggered when the owner of the farms decides to sell the farms. But the farms are not being sold and will continue to be owned by TESL. This means of avoiding the right to buy provisions was highlighted by tenant farmers back in 2007 and, more recently, the Agricultural Holdings Legislation Review Group recommended that further consideration should be given to enabling tenant farmers to exercise their right to buy when shareholdings rather than the land is traded (see Section 8.3 and Recommendation 19 here). As far as I am aware, no such consideration has been given to this recommendation.

UPDATE 24 August 0015

The Scottish Tenant Farmers Association has called for a halt to the sale. See Media Release

PSReaders should note that the author of this blog was elected to the Scottish Parliament in May 2016 and, as evidenced by the fact that this is the first blog since April 2016, anticipates a lower level of blogging activity in future.

23 Comments

  1. mary rose liverani

    What’s to say? Now that you are in the Parliament will you be able to generate any legislative activity to end this appalling kind of knavery. And why is it better for you to be in Parliament than to continue this kind of blogging. Are you making any preparation to train successors in the detective work?

    Mary Rose Liverani

  2. Thanks for these details, Andy!
    While I have no personal angle nor personal vested interest in this specific deal, your blogging is very helpful to me for beginning to understand the complexities of who holds titles and of land deals in Scotland, which interests me greatly as a matter of democratic principle.
    I have enjoyed hearing you speak several times too, and wish you well in your new MSP post!
    Power to your elbow!

  3. The very interesting BBC Scotland documentary on Edinburgh’s schools last night revealed they are also owned by tax evading shell companies, registered not in Switzerland but Jersey. Shares are owned by among others Swedish pensioners in shoddy PFI primary and secondary schools which have killed one child and threatened the safety of many others before they were shut down. Across Scotland all PFI schools are owned in this way and dozens were and in some cases still are unsafe. It beggars belief that politicians who, in England at least say they want to ‘give back control’ to Brexit voters, have sold so much public land and services, and rights to public taxes for decades to come, to investment banks which have turned them into financial commodities, much as landowners have traditionally treated grouse moors and tenant farms. Yes it is wonderful to have you in the parliament. But we need the Scottish Green Party and SNP to become true nationalists and relocate Scottish land and public infrastructure ownership, public service delivery and financing in Scotland and not in tax havens. Ironically leaving the EU may actually help to make this easier given that the excuse is always offered that it is not possible under EU competition law to privilege national or local ownership. But it is notable that other countries inside the EU (Austria for example), still manage to regulate their land and infrastructure, and public service delivery, not to permit them to be parcelled up and sold to owners of shell companies in tax havens. Of course I imagine the SNP will blame Whitehall for the current state of affairs but this is to excuse the extent of collusion in the neoliberal financialisation of British land, infrastructure and public services by all major political parties including the SNP.

    • Correction, the school where the child was killed was not a PFI school. It was built in the 60s and near the end of its expected life. Of the schools shut down across Scotland due to shoddy building, about half were PFI and half were traditional procurement. It’s a fault of design and build contracts not PFI per se. Not that PFI hasn’t got its own issues! But best to get the facts right or you ruin what could be a good post. All d&b arevery high risk- no independent oversight cos the architect is employed by the builder so not independent. Easy for builder to cut corners.

    • So what big deal they are not selling the land, they are selling there shares so the person buys there shares but the land belongs to the company. Well done

      • They screwed the snp over this by setting up a Ltd the estates not for sale. But the company shares are, nicole sturgeons a fantasist,

  4. Bang on, selling the company that owns the land is a device to prevent tenants from being able to purchase their own farms.

    Which is frustrating, given that I am a tenant of Tulchan Estate.

    • Reeni Kennedy-Boyle

      what would happen if the tenants formed a co-operative, applied to the Scottish Land Fund to buy the majority shares in a company that owned the land?

      • That would be up to then. It would cost them £25000000 then would be buy the company not the land,

        • Would that get past the Courts? I doubt it. A “properly constituted community body” can register a wish to buy, which becomes active if and only if the land is offered for sale, and as we’ve seen here, the land isn’t for sale, but only (some/all) shares in the private limited company that owns the land, which, in turn, are currently held (whether beneficially owned is another matter entirely) by a Swiss limited company.

          While I don’t like expropriation for many reasons, I also think that if our Parliament passes legislation within its competance, then it should not be so easy to drive a coach and horses through the legislation. The 2003 Act was the product of a Labour administration. If Kezia and her team were to try to repair it today, I think they’d get a lot of support, and deserve it.

    • Tennate farmers pay a small amount to grow crops. The freehold pays for the up keep etc, tennate farms pay say £70000 a year then it’s up to them how much the make on top of there rent. There plenty of farms up for sale on the market buy one then

  5. This would make a great letter to the Telegraph, preferably sent by B, although I appreciate that s/he may have reasons not to.

  6. very informative, the rest of Europe do not have such unfair and unequal division of land. Nowhere is there more need for improving the ecology and bringing people back to community land both urban and rural ownership At present the old schools in Edinburgh such as Broughton are being reveloped as luxury flats, Boroughmuir High all were serviceable and in great condition unlike what was replaced this was pure asset stripping with dodgy shoddy blocs to replace schools that were properly purpose built Hi ceilings in hospitals and schools were tnere for the purpose of HEALTH i.e. fresh air.

  7. Anne Fitzgerald

    Thanks for revealing the trickery which allows shell companies to dodge their tax liabilities and bypass the laws which allow the tenants to allow to buy back their farms. I agree with the comments that many times governments blame the ‘EU’ or some vague international laws. In the case of my home, Ireland, the IMF/Germany were the handy scapegoats during the financial crisis. While our politicians used the financial crisis to cut back on social benefits while protecting the ‘poor distraught bankers’. All the re-possessed homes of unfortunate people are now coming into the market now, while the banks are doing ‘business as usual’ propped up with taxpayers money. Thanks to Andy for sending me the blog, I hope there will be another fighter to take up baton !

  8. When the Lichfields transferred their shares on 17 November 2014, was this by way of gift, which to a non UK domiciled recipient, if I remember my Revenue Law paper from 35 years ago, triggers a Capital Transfer Tax (now Inheritance Tax?) mulct, or did they sell, in which case perhaps CGT was then due and payable on the value?

  9. Before I retired I worked for a large insurance company for forty years and specialised in the insurance of property companies. I can confirm that it is absolutely the norm for individual buildings and estates to be owned by companies. It is far easier and less expensive to transfer the shares in a company than to go through the process of conveyancing. There’s nothing suspicious or dark about it.

    That said, I believe that the ownership of land should be transparent however it is achieved and that the individuals who have ultimate ownership should not be able to avoid the responsibilities which go with it.

  10. Thanks for highlighting this gaping hole in the right to buy legislation.

  11. When are those spoof nationalists of the SNP going to bring in meaningful legislation regarding land reform,tax evasion, banning driven grouse shooting etc instead of spending all their time grandstanding over Brexit ?

    • Good question, Sir! I’m not expecting any movement there. Partly they don’t want to offend their wealthy friends, and partly they are too busy grandstanding to bother with reality.

      • Whilst on the subject of the SNP benefiting their wealthy chums, I was told recently that legislation had been brought in allowing Bailiffs/ghillies of salmon rivers (ie estates) to produce an id card to search you’re freezer for salmon – can someone advise as to the accuracy of this ? – if this is the case this will be just Estate goons harassing people they don’t like.
        Similarly, on a “be careful of what you wish for” note there have been proposals to allow the SSPCA extended powers to search property in the case of wildlife crime – given the corrupting power of the Shooting Estates, it is a safe bet that this will be used not to investigate raptor poisoning etc, but will be used in a similar manner to the ban on hunting with dogs – ie to harass working class and gypsy people who have followed the highland saying “there are three things of which a man need not be ashamed ; a deer from the hill,a salmon from the river, and firewood from the forest”.

        • I’ll be fascinated, if what you’ve heard about the rights of Water Bailiff & SSPCA officials to make warrantless searches is true, to see whether the Court of Session cravenly upholds it, and leaves it, like “Named Person”, to the UK Supreme Court to uphold the European Convention of Human Rights! Article 8 surely stands up here and waves a big red flag?

    • A very apt comment.

  12. Well, don’t rely on the SNP to keep Scottish Landowners on the land. They have created the environment where foreign investors buy up land with the sole purpose of getting huge susdidies for wind farms which are neither green nor sustainable. Massive handouts for their establishment and massive handouts to turn them off as the grid infrastructure cannot cope. Soon we will see planning pushed through to put in bigger pylons across sensitive lands with the excuse that it is needed, a precedent recently won in the courts. The industrialisation of rural Scotland is an SNP thing, wind farms, fish farms and land reform benefit a select few at the expense of the land, the wildlife, the tourist industry and the people. Community Trusts are set up (and funded by them to keep control of their activities) and most end up in a state of bickering between the genuine and the exploiters. This is happening under the noses of the ignorant, who genuinely think they are a left of centre party that will keep the foreigners out.