© 2025 by Michael Firth KC, Gray's Inn Tax Chambers
Contact: michael.firth@taxbar.com
A5. Differences and similarity of language
DIFFERENT LANGUAGE
- Presumption that different words are used to denote a different meaning
"[71] A relevant aid to statutory interpretation in this case is the presumption that different words are used to denote a different meaning. If different words are used then the court has to do its best to find those different meanings: see Bennion, Bailey and Norbury on Statutory Interpretation, 8th ed (2020), section 21.3.
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[80] Thirdly, regulation 28(3)(c) uses different words ("in pursuance of" and "in connection with" the arrangement) thereby indicating that they have different meanings. In pursuance of the arrangement has the meaning of providing funds under or in accordance with the arrangement whose object or effect is making restricted goods or restricted technology available to a person connected with Russia or for use in Russia. As the Court of Appeal held, at para 55, the use of the phrase "in connection with" in "conjunction with 'in pursuance of' indicates a clear intention to cast the net more broadly than financial services or funds provided under or in accordance with the terms of the relevant arrangements (which would be covered by the natural sense of 'in pursuance of')." I agree. The words "in connection with" are far broader than "in pursuance of". In conjunction with the phrase "in pursuance of" they mean anything which factually connects the provision of the funds to the arrangement. The phrase does not require there to be any causal connection." (Unicredit Bank GmbH v. Constitution Aircraft Leasing (Ireland) 3 Ltd [2026] UKSC 10)
- Presumption that difference in language used to describe comparable concepts intended to reflect differences in meaning
“In the ordinary course, there is a presumption that the same expression used in different provisions of a statute has the same meaning wherever it appears. There is also a presumption that differences in the language used to describe comparable concepts are intended to reflect differences in meaning. But the latter presumption is generally weaker than the former, because the use of the same expression is more likely to be deliberate. It will readily be displaced if there is another plausible explanation of the difference.” (Plevin v. Paragon Personal Finance Ltd [2017] UKSC 23, §22, Lord Sumption)
"[55] Thirdly, the words "entitled to" do not carry any special meaning, specific to the statute. They are words of ordinary usage and should be given their ordinary meaning. There are many references in the taxing statutes to beneficial entitlement and beneficial ownership, but s 611 does not refer to "beneficial entitlement", which it could have done if that meaning had been intended. I conclude that the words are not intended to import the domestic law concept of beneficial interest or entitlement...
[56] In determining that issue, in my view it is better to stick to the words of the statute which Parliament has chosen, and to ask whether the taxpayer was entitled to the income, that being the statutory question. That also avoids potential confusion in using "belongs" as a substitute for "entitled": the word "belongs" appears in its own right in different tax provisions and has been the subject of discussion in the case law (see eg Melluish (Inspector of Taxes) v BMI (No 3) Ltd [1995] STC 964 where the Court considered the meaning of "belongs" in the context of capital allowances)..." (Good v. HMRC [2023] EWCA Civ 114, Whipple LJ)
- Parliament deliberately distinguishing intention to "use" v. intention to "make available for use"
"[28] The first issue is, therefore what the draftsman meant by 'make available for use'. That is an ordinary English expression, deliberately different from 'use' itself. An object can be available for use without there being any present intention of actually using it just as, for instance, a person can be available for, say, military service without there being any intention that he should serve or be asked to serve." (Upton v. CCE [2002] EWCA Civ 520, Buxton LJ)
- Comparison with other statutory tests identifying types of connection indicating Parliament intended a close connection
"[74] Looking first at the ordinary meaning of the words used in the context of section 11(4)(a), I agree with the Upper Tribunal that the requirement that the expenditure must be "on" the provision of plant indicates a narrow test, requiring a close connection between the expenditure and the plant provided. There are many statutory provisions in relation to tax and other topics that use other phrases to connote a much looser nexus such as "in connection with" or "relating to" or "with a view to". Those phrases do not mean the same as "on". Parliament has used a different test here and, in my judgment, it requires a close connection." (HMRC v. Orsted West of Duddon Sands (UK) Limited [2026] UKSC 12, Lady Rose)
- Parliament using different phrases to refer to the same concept
"[62] The history of the legislation in England and Wales demonstrates that the words "warrants", "necessary" and the phrase "makes it appropriate" were used interchangeably and as synonymous in context. For example, the test for admission for assessment in section 2 of the 1983 Act (like its predecessor provision, section 25 of the Mental Health Act 1959) has always required a mental illness or disorder that "warrants" the patient's detention in a hospital and continues to do so. Under the 1959 Act, the power to detain a patient in a hospital for treatment was contained in section 26, the predecessor to section 3 of the 1983 Act, and by section 26(2)(a) it too required a disorder that "warrants" the detention of the patient in a hospital. With the repeal of the 1959 Act and the enactment of the 1983 Act, the relevant provision changed from "warrants the detention" to "makes it appropriate". The same change was also made in the power to grant a hospital order under section 60 of the 1959 Act which was replaced by section 37 of the 1983 Act. Although the wording of section 3(2) of the 1983 Act has subsequently been amended by the Mental Health Act 2007 (in ways that have no bearing on the appeal), the words "mental disorder ... of a nature or degree which makes it appropriate for him to receive medical treatment in a hospital" in section 3(2)(a) have not been amended, no doubt because the statutory test for admission has always been understood, for the reasons set out below, to be one of necessity." (Re RM [2024] UKSC 7)
“[the taxpayer] pointed out that Parliament had deliberately used the expression “profits of the company’s ring fence trade” instead of the defined expression RFP. He must therefore have intended something different. It followed that “adjusted ring fence profits” did not simply mean RFP as adjusted… It would make little sense of that part of the legislation if the sum liable to the Supplementary Charge was not defined in terms of “ring fence profits”, albeit adjusted.” (Wintershall (E&P) Limitd v. HMRC [2015] UKUT 334 (TCC), §§19…21, Lord Glennie).
What parliament deals with expressly in one provision indicates it is not to be implied in related provision
"[23]...In my view again this wording suggests that there is a general charge to tax under section 103 and that the former trader (or his personal representative) is not the only recipient who falls within that charge. Parliament had no reason to spell out in (b) that the sum had to be received by the former trader or his representatives if that was inherent in section 103." (Shop Direct Group v Revenue and Customs Commissioners [2016] UKSC 7, Lord Hodge)
“Far from supporting Mr Howard’s argument, we consider that, in the context of a detailed and self-contained statutory regime, sections 213-15 ITA 2007 indicate that, where Parliament intended that inconsequential matters should be disregarded, it said so expressly. We therefore reject Mr Howard’s argument.” (Flix Innovations Limited v. HMRC [2016] UKUT 301 (TCC), §47, Mann J and Judge Brannan – T was arguing that an exclusion for shares with preferential rights was subject to a de minimis exception).
“We note that, in considering the arguments on the construction of s 117(1)(b), the Upper Tribunal in Klincke accepted that there was a difference in language between that provision and s 117(1)(a), which requires that the debt on the relevant security represents at all times a normal commercial loan. The absence of those words in s 117(1)(b) was significant, and the tribunal declined to construe that provision as if it had read “no provision is [or ever has been] …There was a crucial difference 25 in the language employed in the adjacent provisions.” (HMRC v Trigg [2016] UKUT 165 (TCC), §27, Asplin J and Judge Berner).
“Parliament cannot have intended s 117(2)(b) to include such conversions; its choice of different language in s 117(1)(b) and s 117(2)(b) cannot be ignored, whatever principle of construction is applied.” (HMRC v Trigg [2016] UKUT 165 (TCC), §55, Asplin J and Judge Berner).
- Express reference to "exclusively" in related provision demonstrating such a restriction not intended here
"[42]...That appears to me to be reinforced in this case by the absence in paragraph 7(2G)(b) of the word “exclusively”, found in paragraph 7(2E)(a)..." (Upton v. CCE [2002] EWCA Civ 520, Neuberger J)
- Reference to direction, supervision, control in one part of provision pointing against such concepts being implicit in related provision
"[53] The simple point to observe here is that the Secretary of State, in making appropriate provision in the regulations, was well able to make provision by reference to whether a person was subject to "supervision, direction or control" or "to the right of supervision, direction or control" as to the manner in which a person rendered "personal service". It does not, of course, necessarily follow from this that, in inserting para. 9 into the same Schedule as para. 2, the Secretary of State rejected any concept of "supervision, direction or control" in the provision made by para. 9.
[54] But, as Lord Hodge made clear in R (O), it is the language used by the law-maker (in this case, the Secretary of State rather than Parliament) that is the primary source from which the purpose of the legislation is to be inferred and it does seem to us to be – to put it at its lowest – surprising that, having referred to the "rendering" of "personal service" in both paras. 2 and 9 of Sch.3, the Secretary of State then chose different words in the form of "made available" to indicate that, as the FTT found and as the appellant submits, some level of "direction" was required. The question which naturally arises is why, if that was indeed the Secretary of State's intention in inserting para. 9 into Sch.3 to the 1978 regulations, the Secretary of State chose not to refer in terms to "direction" (or "control") and, indeed, not to go on and provide in terms what the necessary level of direction was." (Bilfinger Salamis UK Limited v. HMRC [2026] UKUT 143 (TCC), Judges Aleksander and Andrew Scott)
- Express power to defer payment/credit in some situations implicitly excluding power in other cases
"By itself this language leaves little scope for any power on their part deliberately to defer payment, but that is made even clearer by the presence of s 25(5) which gives to the commissioners an express power to withhold payment of a VAT credit in certain but very limited circumstances, namely where the taxable person has failed to submit returns for any earlier period. The presence of s 25(5) leaves no room for any general power to withhold or delay payment in the interests of the administrative convenience or efficiency of the commissioners. That accords with the judgment of Scott J in R v Customs and Excise Comrs, ex p Richmond [1989] STC 429, where he pointed out that, 'but for the right of set-off, there was no right of power on the part of the commissioners to withhold or to continue to withhold payment of a VAT credit'. That is the position arising under s 25.
Yet it would be very strange if the commissioners could not defer payment of VAT credits to taxable persons and yet could deliberately defer repayment of overpaid VAT. Given the way in which the 1994 Act allows for the setting-off of sums due to and from the commissioners, such a situation cannot have been what Parliament intended. It must follow that no such power to defer in the case of s 80 overpayments was created by that Act." (R v. CEC ex p. Kay [1996] STC 1500 at 1521, Keene J)
- Unless intention indicates otherwise
"[34] In section 78, Parliament has thus created a specific right to interest for taxpayers who have overpaid VAT, but has done so subject to limitations, including those set out in subsections (1), (3) and (11). Those limitations are a special feature of the statutory regime and would have no equivalent in a common law claim. They would therefore be defeated if it were possible for the taxpayer to bring a common law claim. Parliament cannot have intended the special regime in section 78 to be capable of circumvention in that way. Unlike section 80, however, section 78 contains no provision expressly excluding alternative remedies. That does not prevent the exclusion of alternative remedies by implication. As Littlewoods point out, however, the critical words in subsection (1) acknowledge that there are other rights to interest which must be given priority. Read literally, those words would apply to common law rights to interest; but that reading, as we have explained, would render the limitations in subsections (1), (3) and (11) effectively pointless. How, then, are those words to be construed in the context of the provision as a whole?
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[37] In this context, the aspect of the decision in Sempra Metals which is important is that it was accepted for the first time that a claim would lie at common law for the use value of money by which the defendant was unjustly enriched, even if the money itself had been repaid, and that the enrichment could normally be calculated by compounding interest over the period of the enrichment. That decision was not contemplated by Parliament when it enacted sections 78 and 80, many years earlier. If a claim based on the principle established by that decision were held to be available to Littlewoods, on the basis that it fell within the critical words in section 78(1) (“if and to the extent that they would not be liable to do so apart from this section”), then it would equally be available in any other case where an amount was paid under section 80. As counsel for Littlewoods accepted in argument, section 78 would effectively become a dead letter. It follows that the literal reading fatally compromises the statutory scheme created by Parliament. It cannot therefore be the construction of the critical words which Parliament intended.
[38] Is it possible to construe the critical words more narrowly than their literal sense? What source or sources of a liability to pay interest can Parliament have contemplated, which were to take priority over the liability created by section 78? Given the background which we have explained, such sources can only have been statutory. One such source is the power to award interest following a decision on an appeal, originally enacted in section 40(4) of the Finance Act 1972 and now contained in section 85A of the 1994 Act (as inserted by paragraph 223 of Schedule 1 to the Transfer of Tribunal Functions and Revenue and Customs Appeals Order 2009 (SI 2009/56)). Another is the power to award interest where an appeal is settled, originally enacted in section 25 of the Finance Act 1985, and now contained in section 85 of the 1994 Act. A third example is the power to award interest on an amount for which judgment is given, under section 35A of the Senior Courts Act 1981. The effect of the critical words in section 78(1) is to give priority to provisions such as these, and to prevent double recovery by the taxpayer.
[39] The reservation in section 78(1) (“if and to the extent that they would not be liable to do so apart from this section”) must therefore be interpreted as referring only to statutory liabilities. It is not a literal construction, but a departure from a literal construction is justified where it is necessary to enable the provision to have the effect which Parliament must have intended." (Littlewoods Limited v. HMRC [2017] UKSC 70)
"The approach indicated in these passages justifies, in my judgment, implying into s 72(4) the natural limitation as to its scope that would correspond with the obvious intention of the legislature, namely, that the subsection should apply only to cases where the amount of the distribution was, in comparative terms, small."
(O'Rourke v. Binks 65 TC 165 at 184, Scott LJ)
"[61] [The taxpayer] drew our attention to O’Rourke (Inspector of Taxes) v Binks [1992] STC 703 as an example of a case where the court transposed words expressly included in some subsections into a subsection from which they had been omitted. In that case the court considered a claim by the taxpayer to make an election under section 72(4) 40 Capital Gains Tax Act 1979 (which was a consolidating Act) in respect of a capital distribution even though it was not a “small” distribution within the meaning of the other subsections of section 72. The problem with the drafting was that although section 72(2) limited its application to small distributions, subsection (4) on its face contained no such limitation and appeared to apply wherever allowable expenditure was less than the amount distributed. The Court of Appeal held that subsection (4) was designed to 5 remedy a potential anomaly created by subsection (2). But if read literally it had an effect that went far beyond merely remedying that anomaly: page 706f. Scott LJ, with whom Stuart-Smith and Lloyd LJJ agreed, said that it was “natural” to read subsection (4) as dealing with only small distributions even though there was no express limitation of its scope." (Reeves v. HMRC [2018] UKUT 293 (TCC), Rose J and Judge Sinfield)
SIMILAR LANGUAGE
Similar language in the same statutory context
- Other things being equal give the same meaning to the same words within the same area of legislation
"[56] First, there is a presumption that a word has the same meaning throughout the Act when used more than once in the same statute - see, for a recent example, For Women Scotland Ltd v Scottish Ministers [2025] UKSC 16; [2025] 2 WLR 879, paras 13-14. As stated in Bennion, Bailey and Norbury on Statutory Interpretation, 8th ed (2020) at section 21.3:
"Legislation is generally assumed to be put together carefully with a view to producing a coherent legislative text. It follows that the reader can reasonably assume that the same words are intended to mean the same thing and that different words mean different things. Like all linguistic canons of construction this is no more than a starting point."" (Wathen-Fayed v. SoS [2025] UKSC 32)
"[13] The presumption that a word has the same meaning throughout the Act when used more than once in the same statute is consistent with this principle: see Bennion, Bailey and Norbury on Statutory Interpretation, 8th ed (2020) para 21.3. That presumption is based on the idea that the drafters of the statute were seeking to create a coherent statutory text. The weight to be given to the presumption depends upon the context in which the word or phrase appears in the instrument: Assange v Swedish Prosecution Authority [2012] UKSC 22; [2012] 2 AC 471, Lord Phillips of Worth Matravers PSC at para 75. The presumption may be stronger where a word is defined in the Act. In R (Good Law Project) v Electoral Commission [2018] EWHC 2414 (Admin), Leggatt LJ stated (para 33):
"It is generally reasonable to assume that language has been used consistently by the legislature so that the same phrase when used in different places in a statute will bear the same meaning on each occasion - all the more so where the phrase has been expressly defined."
[14] Whether Parliament intended a word to have a different meaning in different sections of an Act must be determined by looking at the context of the section in question and the Act as a whole.
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[191]...By its nature a variable definition is neither clear, constant nor predictable. It is the opposite in fact. It is also contradicted by the single definition of sex that fixes its meaning in the EA 2010.
[192] As Lord Nicholls explained in Spath Holme, p 397: "Citizens, with the assistance of their advisers, are intended to be able to understand parliamentary enactments, so that they can regulate their conduct accordingly. They should be able to rely upon what they read in an Act of Parliament". Individuals and organisations required to apply the requirements of the EA 2010 in practice should not have to work out which of the variable definitions apply without assistance from the words of the legislation itself. We address below the other practical difficulties that flow from a certificated sex interpretation." (For Women Scotland Ltd v. The Scottish Ministers [2025] UKSC 16)
"[60] First, the phrases are to be found in the same Act. It would be surprising if Parliament intended to give them different meanings in the same Act. Parliament did not give the phrase a special or different meaning in section 1219(3)(a): it simply amended the equivalent predecessor legislation by introducing what is a short phrase. Moreover, that phrase was already well known from other parts of the tax code, in particular what is now section 53(1). It should also be recalled that the CTA 2009 was enacted as part of the Tax Law Rewrite project. One of the purposes of that project was to set out tax legislation in a comprehensive way that could be understood by a reasonably informed taxpayer: see R (Derry) v HMRC [2019] UKSC 19; [2019] 1 WLR 2754, at paras. 7-10 (Lord Carnwath JSC). I note that, at para. 10, Lord Carnwath said that the purpose of the project was "in particular to give clear pointers to each stage of the taxpayer's journey to fiscal enlightenment."'" (HMRC v. Centrica Overseas Holdings Limited [2022] EWCA Civ 1520, Singh, Newey, Henderson LJJJ)
“Other things being equal, the same construction should be given to the same or similar words and phrases in different sections within the same fasciculus of sections unless the context requires otherwise. This is a pointer against the construction of section 118ZC for which Mr Ghosh contends.” (HMRC v. Hamilton & Kinneil (Archerfield) Limited [2015] UKUT 130 (TCC), §77(d), Warren J).
“Secondly, while it is true that section 79(2A) refers to “a return or claim”, rather than “requisite return or claim”, it seems to me to be implicit that the words “a return or claim” refer back to the return or claim mentioned in section 79(2)(a) and (b). I consider that it would be very odd for the words “return or claim” in section 79(2A) to have a wider meaning than the same words in section 79(2), and especially odd for the word “claim” to refer to different things altogether in the two contexts.” (HMRC v. Our Communications Limited [2013] UKUT 595 (TCC), §30, Arnold J)
"[45] Paragraph 21.3 in Bennion & Bailey on Statutory Interpretation as approved in MC v Secretary of State for Work and Pensions [2018] UKUT 44 [24] confirms that there is a presumption that where the same word is used more than once within an Act, its use will bear the same meaning on each occasion of use. Thus, we conclude that "removal" for the purposes of section 6 VATA carries the same meaning." (Procurement International Limited v. HMRC [2024] UKFTT 949 (TC), Judge Brown KC)
- Presumption that same words have same meaning overridden by absurdity and purpose
"[92] The strongest argument against such a conclusion is the presumption that a word has the same meaning throughout an Act. However, this is met by a counter presumption, by many matters of context and also by a consideration of purpose. Further, Mr Green recognised that the presumption may be rebutted and he himself so contended in order to try to explain away regulation 16. I have no doubt therefore that this is one of those relatively rare cases where the presumption has been rebutted." (Wathen-Fayed v. SoS [2025] UKSC 32)
- Meaning of "land" narrower in exception than in main rule (to avoid concept of buildings being built on buildings)
"“Trading stock” is defined...
(2) Sub-paragraph (1) above does not apply to —...
(b) land, other than such as is ordinarily sold in the course of the trade... —
(i) after being developed by the person carrying on the trade, profession or vocation,
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(3) In sub-paragraph (2) above, references to development are references to the construction or substantial reconstruction of buildings on the land in question...
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[-] It is clear that the proper construction of sub-paragraph (2)(b ) would present no difficulty if it were not for the presence of sub-paragraph (3). Applying the Interpretation Act meaning of “land” to that word in sub-paragraph (2)(b ) would have the result of demonstrating that no land, in that wide sense, was intended to have the benefit of stock relief unless it was such as was not ordinarily sold in the course of the trade by the person carrying on the trade except after development by that person. That would evince an entirely reasonable and intelligible policy. The fact that land can embrace various species of property which by their nature are not capable of being developed would not present any problem. It would only be such species as were capable of being developed that would fall into the privileged class, if they were not ordinarily sold in an undeveloped state.
[-] The purpose of sub-paragraph (3) is to define the meaning of references to development in sub-paragraph (2), and it prescribes a more limited meaning than would, in a planning context, be applicable to such references. Here again, the definition can only have relevance in connection with such species of land as are capable of being developed. Having regard to what is the clear purpose of sub-paragraph (3), it cannot, in my opinion, be relied on so as to attribute to “land” in sub-paragraph (2)(b ) a special limited meaning, excluding the application of the Interpretation Act.
[-] If it had been the intention of the draftsman to limit the meaning to land which is unbuilt on, one would have expected him to say so expressly.
[-] Further, it seems to me that the references to “reconstruction of buildings on the land in question” recognises that some land which is within the ambit of sub-paragraph (2) may be land with buildings on it. Obviously the land and the buildings on it form one hereditament. The Interpretation Act does not require an artificial separation between land and a building erected on it, contrary to the maxim quidquid solo plantatur solo accedit.
[-] For these reasons I am of opinion that there is nothing in the context to exclude the application of the Interpretation Act definition to the word “land” in sub-paragraph (2)(b ), whereas the context of sub-paragraph (3) necessarily requires its limitation there to such land as is capable of being developed by the construction or reconstruction of buildings on it. The rule that the same word occurring more than once in an enactment should be given the same meaning wherever it occurs is a guide which must yield to indications of contrary intention, and such an intention must necessarily be inferred here. A further consideration in favour of that view is that the contrary one would require a separation of the site of a building from the building itself with relief being available in respect of the latter but not in respect of the former. This would involve an apportionment of value, for which no machinery is provided." (Payne v. Barratt Developments (Luton) Ltd [1985] 1 WLR 1 (HoL) - T argued that the context indicated that land meant only bare land because otherwise the proviso would be referring to buildings being constructed on buildings. HoL disapplied the definition that land includes buildings but only in relation to the proviso, not the main exception)
- Context of same phrase in related provision may indicate correct interpretation
"[177] As we shall demonstrate, a strong indicator that the words "sex", "man" and "woman" in the EA 2010 have their biological meaning (and not a certificated sex meaning) is provided by sections 13(6), 17 and 18 (which relate to sex, pregnancy and maternity discrimination) and the related provisions. The protection afforded by these provisions is predicated on the fact of pregnancy or the fact of having given birth to a child and the taking of leave in consequence. Since as a matter of biology, only biological women can become pregnant, the protection is necessarily restricted to biological women.
[178] The repeated references in these sections, to a woman who has become pregnant or who is breast-feeding only make sense if sex has its biological meaning. These plain, unambiguous words can only be interpreted coherently as references to biological sex, biological females and biological males. Put another way, if the acquisition of a certificate pursuant to section 9(1) of the GRA 2004 applies to these words, so that biological women living as trans men (with a GRC in the male gender) are male, they would nonetheless be excluded from protection when pregnant notwithstanding a continued capacity to become pregnant, and duty-bearers would not be able to claim relevant exemptions in relation to their treatment." (For Women Scotland Ltd v. The Scottish Ministers [2025] UKSC 16)
"[76] We are reinforced in this view in the way "relating to" is used in s224 TIOPA (set out above at [21]). Mr Ghosh submitted that this provision is neutral as between the competing interpretations of the requisite relationship but we consider that the use of "relating to" in the phrase "may contain provision relating to chargeable periods" gives the clear impression that the legislation envisages that the APA agreement drafters will need to turn their minds to, and specify, the chargeable periods to which the agreement is to apply, not least so as to ensure that the agreement does not infringe the backstop date of 27 July 1999, mentioned in s224(2). We asked at the hearing whether anything could be drawn from the fact that s224 only referred to past periods and not future periods but Mr Ghosh submitted that no such negative inference could arise from that. The specific provision in s224, he argued, is needed to give the requisite "vires" for backdating whereas there was no need to provide for future periods as they (i.e. periods after the agreement) were exactly what APAs are there to cater for. We can certainly see that that would be the case insofar as the future periods are those specified in the agreement - indeed the proposition that future periods are to be covered is reflected by the fact the agreements are called advance pricing agreements. But, s224 having made clear that the APA can look backwards (and that this must be done, we consider, with specific charging periods in mind) we do think that this implies that an APA cannot extend to future periods which are not so specified in the APA. Taking that more restrictive approach is also consistent with our starting observation above that one should err on the side of a less expansive interpretation of the scope of APAs (given their effect of disapplying the statutory regime that would otherwise apply)." (R (oao Refinitiv Limited) v. HMRC [2023] UKUT 257 (TCC), Green J and Judge Raghavan)
- If Parliament imports a definition, it must have the same meaning as in the earlier statute
"[50] Where a term in a later statute is defined by reference to a definition in an earlier statute, it seems to me self-evident that the meaning of the definition in the later statute must be the same as the meaning of the definition in the earlier statute. Hence, the meaning of the term in the later statute is determined by the definition in the earlier statute. Further, the adoption of the definition in the later statute cannot somehow alter the meaning of the definition in the earlier statute. It accordingly follows that one has to determine the meaning of the term in the later statute simply by construing the definition in the earlier statute. Thus, the meaning of "trustee" in section 21(1)(a) must be determined by construing the definition of "trustee" in section 68(1)(17) of the 1925 Act ("section 68(1)(17)"). In the light of Lord Mance's judgment, it is, I think, important to emphasise that the way in which the definition of "trustee" in section 68(1)(17) is incorporated into the 1980 Act appears to leave no scope for contending that the meaning of the expression in the 1980 Act can somehow be different from that which it bears in the 1925 Act." (Williams v. Central Bank of Nigeria [2014] UKSC 10, Lord Neuberger)
- Deliberate decision to re-use same test: one would expect the same meaning
"[79] Parliament's decision to re-use materially the same definition of "premises" governed by section 3 of the 1993 Act in enacting section 72 of the 2002 Act throws helpful light on some aspects of the right to manage scheme. The first is the use of the vertical division test for the purposes of identifying a self-contained part of a building. As the UT explained, in the enfranchisement legislation the verticality requirement has been used to avoid the creation of flying freeholds. These can create special difficulties of repair and support. Though this is not an issue in the context of the right to manage as the landlord's title is not affected by the right to manage, which concerns management and not ownership, materially the same test has been used. Again, the requirements of independent redevelopment and separability of services are likely to be significant in the case of enfranchisement because it will lead to part of the building being carved out of the freehold. The new owners of that part can do what they want with it, including carrying out a redevelopment. So there is a good reason for requiring that the new freehold interest be physically autonomous in this sense. A requirement that the two parts of the building be capable of being developed independently of each other also limits the effect of enfranchisement on the redevelopment of that part of the building retained by the landlord. RTM companies by contrast are unlikely to have the power to redevelop the relevant part of the building; the right is to manage the relevant part, not own it. But again, Parliament has used materially the same test. For these reasons when determining the legislative purpose of the qualifying conditions for a self-contained part of a building it is relevant to consider the functions of these tests in their place in the 1993 Act. While in theory the same statutory wording might be given different meanings in the two statutes, given the deliberate legislative decision to use the same phrases, one would expect the same construction to be placed on the two sets of provisions.
[80] In [41] of Eveline Road RTM Co Ltd v Assethold Ltd [2024] EWCA 187, [2024] Ch 204 ("Eveline Road"), a case concerning section 72 of the 2002 Act, Lewison LJ referred to caselaw concerning what he called "the very similar statutory provisions" of the 1993 Act and said that the reasoning was equally applicable to the 2002 Act. I consider that the same approach applies here." (The Courtyard RTM Company Ltd v. Rockwell (FC103) Ltd [2026] EWCA Civ 712, Miles, Singh, Foxton LJJ)
- Do not import meanings from other contexts unless the words have a clear and well-established meaning
“It is well-established that the proper approach to statutory construction is to interpret the actual words used in their statutory context, without importing assumptions from the way those words are or may be used in other contexts unless, of course, and this is not such a case, the words used have such a clear and well-established meaning that it is to be assumed, unless the contrary is shown, that Parliament must have used them in that sense.” (Wintershall (E&P) Limitd v. HMRC [2015] UKUT 334 (TCC), §20, Lord Glennie).
Similar language in other statutory contexts
See also presumption re Parliament's knowledge of the existing law
- "Incidental" having different meanings in different contexts
"[122] In contrast, the FTT in that case had treated the meaning of "incidental" as meaning subordinate or secondary, and the UT had upheld that decision before being reversed by the Court of Appeal.
[123] This case rather illustrates why Lord Hodge was disinclined to comment on other statutory contexts, since it is far from straightforward to apply these general comments here. By definition, a transaction must have a connection with the transfer of the land interest from V to P in order to be a scheme transaction in the first place, and therefore a candidate for being "incidental". Further, it might be thought that the more independent of the land transfer a transaction is, the more merited might be the argument that the consideration for it ought to be excluded. In contrast, the FTT's approach in Dolphin Drilling might make more sense in the present context. Overall, I have not been able to derive assistance from Dolphin Drilling and have reached my conclusion by reference to the specific statutory context of s.75B(1)." (The Tower One St George Wharf Limited v. HMRC [2025] EWCA Civ 1588)
- "Paid" having different meanings in different contexts
"[27] We accept that, viewed in isolation, “paid” is broad enough to encompass non-monetary payments. That, however, is not enough to determine this case. As can be seen from Brutus v Cozens, Pollen Estate and, in particular, Irving at [39] and [45], context is key. The outcome of HMRC’s appeal depends on whether “paid” in section 188(1) must be construed, not in isolation but in the context of Chapter 4 of Part 4 FA 2004, as “paid in money”. The cases relied on by Ms Murray concerned different facts and legislation and, accordingly, the context was different.
...
[31] We accept Mr Bradley’s submission that section 195 is an extension of the relief under section 188. Section 195 informs the way we read “contributions paid” in section 188(1). In our view, it makes no sense, in the context of provisions to relieve contributions to pension schemes, to restrict relief for transfers of eligible shares to a period of 90 days from acquisition if transfers of non-eligible shares or other assets are not so limited. That logical inconsistency disappears if “contributions paid” is interpreted as restricted to monetary contributions." (HMRC v. Sippchoice Ltd [2020] UKUT 149 (TCC), Roth J and Judge Sinfield)