Financial Items In Commercial Lease Assignments In The United Kingdom
Financial item | Description | Typical payment responsibility | Payment timing | Treatment in assignment documents |
|---|---|---|---|---|
Rent and periodic payments | ||||
Principal rent | Main lease rent, commonly apportioned between assignor and assignee at completion. | Shared or apportioned | On completion | Usually separate |
Adjustments and apportionments | ||||
Rent paid in advance credit | Credit to assignor where rent has been paid for a period after completion. | Assignee usually pays | On completion | Usually separate |
Arrears and liabilities | ||||
Rent arrears | Unpaid rent before completion, usually cleared by assignor or adjusted in price. | Assignor usually pays | Before completion | Sometimes included |
Rent and periodic payments | ||||
Turnover rent | Sales-based rent may need cut-off accounts and post-completion reconciliation. | Shared or apportioned | After completion | Sometimes included |
Adjustments and apportionments | ||||
Stepped rent adjustment | Adjustment where completion falls near a scheduled rent increase or concession expiry. | Shared or apportioned | On completion | Usually separate |
Rent-free period benefit | Commercial adjustment where unexpired rent-free value is allocated between parties. | Depends on agreement | On completion | Sometimes included |
Rent and periodic payments | ||||
Service charge | Building or estate service costs, usually apportioned and reconciled later. | Shared or apportioned | On completion | Usually separate |
Adjustments and apportionments | ||||
Service charge balancing charge | Year-end service charge shortfall may relate partly to pre-completion occupation. | Shared or apportioned | After completion | Sometimes included |
Service charge balancing credit | Year-end service charge surplus may need allocation between assignor and assignee. | Shared or apportioned | After completion | Sometimes included |
Rent and periodic payments | ||||
Reserve fund contribution | Sinking or reserve fund payments may be non-refundable and lease-specific. | Depends on agreement | Periodic | Usually separate |
Arrears and liabilities | ||||
Major works contribution | Known large service charge works may require indemnity or price adjustment. | Depends on agreement | Before completion | Sometimes included |
Rent and periodic payments | ||||
Insurance rent | Landlord's building insurance premium recovery, commonly apportioned on completion. | Shared or apportioned | On completion | Usually separate |
Arrears and liabilities | ||||
Insurance rent arrears | Unpaid insurance contributions before completion, often required to be discharged. | Assignor usually pays | Before completion | Usually separate |
Professional costs | ||||
Landlord consent fee | Administration charge for considering consent to assign, where permitted by lease. | Assignor usually pays | Before completion | Usually separate |
Landlord legal costs | Landlord's solicitors' costs for licence to assign and related documents. | Landlord may charge | Before completion | Usually separate |
Landlord surveyor costs | Surveyor fees for reviewing alienation, covenant strength or property condition. | Landlord may charge | Before completion | Usually separate |
Assignor legal costs | Assignor's own solicitor fees for assignment and completion arrangements. | Assignor usually pays | On completion | Not applicable |
Assignee legal costs | Assignee's own solicitor fees for due diligence, assignment and registration. | Assignee usually pays | On completion | Not applicable |
Guarantor legal costs | Costs for guarantor advice or guarantee documentation required by landlord. | Depends on agreement | Before completion | Usually separate |
Managing agent administration charge | Agent fee for processing assignment, updating records or issuing statements. | Landlord may charge | Before completion | Usually separate |
Licence to assign premium | Any agreed landlord premium for consent, subject to lease and legal constraints. | Depends on agreement | Before completion | Usually separate |
Taxes and duties | ||||
Assignment premium | Price paid by assignee for lease transfer may be SDLT chargeable consideration. | Assignee usually pays | On completion | Usually included |
Adjustments and apportionments | ||||
Reverse premium | Payment by assignor to assignee to take lease liabilities, often tax-sensitive. | Assignor usually pays | On completion | Usually included |
Completion apportionment balance | Net rent, service charge, insurance and other adjustments due on completion. | Shared or apportioned | On completion | Usually separate |
Taxes and duties | ||||
VAT on assignment premium | VAT may apply if the relevant interest is opted to tax or otherwise taxable. | Assignee usually pays | On completion | Usually included |
VAT on rent | VAT on rent may be payable where the landlord has opted to tax. | Shared or apportioned | Periodic | Usually separate |
VAT on service charge | VAT treatment generally follows the taxable status of property supplies. | Shared or apportioned | Periodic | Usually separate |
Stamp Duty Land Tax | Tax on chargeable consideration for land transactions, including lease assignments. | Assignee usually pays | After completion | Usually separate |
Professional costs | ||||
SDLT return filing cost | Solicitor or agent fee for preparing and submitting any SDLT return. | Assignee usually pays | After completion | Not applicable |
Taxes and duties | ||||
Land Registry registration fee | Fee to register assignment where the leasehold title is registrable or registered. | Assignee usually pays | After completion | Usually separate |
Professional costs | ||||
Notice of assignment fee | Landlord or agent fee for receipting post-completion notice of assignment. | Assignee usually pays | After completion | Usually separate |
Notice of charge fee | Fee for landlord receipt of notice if assignee grants a legal charge. | Assignee usually pays | After completion | Usually separate |
Taxes and duties | ||||
Companies House charge registration fee | Fee may arise where a company assignee gives registrable security. | Assignee usually pays | After completion | Not applicable |
Deposits and security | ||||
Rent deposit transfer | Existing deposit may be assigned, released or credited between parties. | Depends on agreement | On completion | Sometimes included |
New rent deposit | Assignee may provide fresh deposit to landlord as consent condition. | Assignee usually pays | Before completion | Usually separate |
Rent deposit top-up | Extra deposit may be required after rent review, VAT change or covenant assessment. | Assignee usually pays | Before completion | Usually separate |
Arrears and liabilities | ||||
Rent deposit deductions | Prior landlord withdrawals may reduce deposit value and require reimbursement. | Assignor usually pays | Before completion | Sometimes included |
Deposits and security | ||||
Bank guarantee cost | Assignee may incur bank fees for guarantee required as consent condition. | Assignee usually pays | Before completion | Usually separate |
Professional costs | ||||
Authorised guarantee agreement costs | Costs of preparing AGA where assignor guarantees assignee's lease obligations. | Assignor usually pays | Before completion | Usually separate |
Arrears and liabilities | ||||
AGA future liability exposure | Assignor may remain liable under an AGA for assignee default after completion. | Assignor usually pays | After completion | Sometimes included |
Professional costs | ||||
Outgoing guarantor release cost | Costs linked to releasing or replacing an existing guarantor on assignment. | Depends on agreement | Before completion | Sometimes included |
Incoming guarantor documentation cost | Legal and administrative costs for guarantee required from assignee's guarantor. | Assignee usually pays | Before completion | Usually separate |
Arrears and liabilities | ||||
Repair arrears | Existing breaches of repair covenant may need payment, indemnity or retention. | Assignor usually pays | Before completion | Sometimes included |
Deposits and security | ||||
Dilapidations retention | Sum held back for existing disrepair or reinstatement risk discovered before completion. | Assignor usually pays | On completion | Sometimes included |
Arrears and liabilities | ||||
Terminal dilapidations exposure | Future end-of-term repair claim risk may affect premium or indemnities. | Assignee usually pays | After completion | Sometimes included |
Reinstatement works cost | Cost to remove alterations where landlord requires reinstatement under the lease. | Depends on agreement | After completion | Sometimes included |
Breach remedy cost | Cost of remedying pre-completion lease breaches required by landlord or assignee. | Assignor usually pays | Before completion | Sometimes included |
Lease covenant indemnity payment | Payment under indemnity for losses from pre- or post-completion covenant breaches. | Depends on agreement | After completion | Usually included |
Taxes and duties | ||||
Business rates | Non-domestic rates liability usually follows occupation and local rating records. | Shared or apportioned | Periodic | Usually separate |
Arrears and liabilities | ||||
Business rates arrears | Unpaid rates for assignor's occupation should usually be settled before completion. | Assignor usually pays | Before completion | Usually separate |
Adjustments and apportionments | ||||
Utilities apportionment | Electricity, gas, water or data charges apportioned using meter readings if relevant. | Shared or apportioned | On completion | Usually separate |
Arrears and liabilities | ||||
Utilities arrears | Unpaid supplier or landlord utility charges for pre-completion consumption. | Assignor usually pays | Before completion | Usually separate |
Adjustments and apportionments | ||||
Telecoms transfer cost | Charges to transfer, terminate or install telecoms serving the premises. | Depends on agreement | After completion | Usually separate |
Fixtures and fittings payment | Separate price for chattels, tenant fixtures or fit-out sold with assignment. | Assignee usually pays | On completion | Sometimes included |
Stock or inventory payment | Separate business asset payment sometimes completed alongside lease assignment. | Assignee usually pays | On completion | Usually separate |
Arrears and liabilities | ||||
Rent review arrears | Back rent due after review determination may relate to assignor's occupation period. | Shared or apportioned | After completion | Sometimes included |
Professional costs | ||||
Rent review professional costs | Surveyor or expert costs for unresolved review affecting assigned lease value. | Depends on agreement | After completion | Sometimes included |
Arrears and liabilities | ||||
Interest on arrears | Lease interest on unpaid rent or other sums before or after assignment. | Depends on agreement | After completion | Sometimes included |
Late payment administration charges | Landlord or agent charges triggered by unpaid lease sums before completion. | Assignor usually pays | Before completion | Usually separate |
Enforcement cost reimbursement | Landlord enforcement costs may need payment before consent or completion. | Assignor usually pays | Before completion | Usually separate |
Professional costs | ||||
Licence for alterations costs | Costs if assignment is linked to consent for existing or proposed alterations. | Depends on agreement | Before completion | Usually separate |
Arrears and liabilities | ||||
Planning breach cost | Cost or indemnity for planning issues affecting current or intended use. | Depends on agreement | After completion | Sometimes included |
Environmental compliance cost | Costs for contamination, waste or compliance risks tied to premises use. | Depends on agreement | After completion | Sometimes included |
Professional costs | ||||
EPC cost | Cost of obtaining or updating EPC where needed for marketing or transaction. | Assignor usually pays | Before completion | Usually separate |
Arrears and liabilities | ||||
MEES improvement cost | Energy efficiency upgrade cost may affect assignability and future occupation. | Depends on agreement | Before completion | Sometimes included |
Insurance policy excess | Lease may require tenant to bear excess for insured damage or claims. | Depends on agreement | After completion | Sometimes included |
Rent and periodic payments | ||||
Tenant contents insurance | Assignee may need its own cover for contents, stock and tenant fixtures. | Assignee usually pays | Periodic | Not applicable |
Adjustments and apportionments | ||||
Buildings insurance adjustment | Adjustment for prepaid annual building insurance recovery under the lease. | Shared or apportioned | On completion | Usually separate |
Professional costs | ||||
Superior landlord consent cost | Extra consent costs where lease is under a headlease requiring superior consent. | Landlord may charge | Before completion | Usually separate |
Mortgagee consent cost | Lender consent or release costs if landlord or tenant financing requires approval. | Depends on agreement | Before completion | Usually separate |
Lender legal costs | Costs of assignee's lender for lease review, security and completion requirements. | Assignee usually pays | On completion | Not applicable |
Title search costs | Official copy and title search costs for leasehold due diligence. | Assignee usually pays | Before completion | Not applicable |
Pre-completion search costs | OS1, OS2, bankruptcy or company searches before assignment completion. | Assignee usually pays | Before completion | Not applicable |
Local search costs | Searches for planning, roads and local matters affecting the premises. | Assignee usually pays | Before completion | Not applicable |
Condition survey cost | Survey cost to assess repair, compliance and dilapidations risk before assignment. | Assignee usually pays | Before completion | Not applicable |
Asbestos survey cost | Survey or management cost where premises may contain asbestos materials. | Depends on agreement | Before completion | Usually separate |
Arrears and liabilities | ||||
Health and safety compliance cost | Cost to address statutory safety obligations for occupation after assignment. | Assignee usually pays | After completion | Not applicable |
Professional costs | ||||
Fire risk assessment cost | Cost of reviewing fire precautions for assignee's occupation and use. | Assignee usually pays | After completion | Not applicable |
Insurance broker fee | Broker cost for arranging assignee policies or landlord-required cover evidence. | Assignee usually pays | Before completion | Not applicable |
Adjustments and apportionments | ||||
Net completion payment | Final net amount due after premium, VAT, deposits and apportionments. | Depends on agreement | On completion | Usually separate |
Deposits and security | ||||
Stakeholder retention | Sum held by solicitors pending arrears, consent, registration or reconciliation. | Depends on agreement | On completion | Sometimes included |
Professional costs | ||||
Escrow fee | Fee for third-party holding of completion funds or retention monies. | Shared or apportioned | On completion | Usually separate |
Indemnity insurance premium | Policy premium for title, consent, planning or lease defect risk. | Depends on agreement | Before completion | Usually separate |
Arrears and liabilities | ||||
Indemnity insurance excess | Potential excess payable if an indemnity policy claim arises later. | Depends on agreement | After completion | Usually separate |
Rent and periodic payments | ||||
Break clause payment | Lease may require payment to exercise an upcoming break right. | Depends on agreement | After completion | Sometimes included |
Arrears and liabilities | ||||
Break condition arrears clearance | Arrears may need clearing to preserve a break right after assignment. | Depends on agreement | Before completion | Sometimes included |
Adjustments and apportionments | ||||
Consent condition payment | Payment required by landlord as condition of granting licence to assign. | Depends on agreement | Before completion | Usually separate |
Arrears and liabilities | ||||
Unauthorised assignment liability | Costs or damages may arise if assignment occurs without required consent. | Assignor usually pays | After completion | Sometimes included |
Professional costs | ||||
Consent reasonableness dispute costs | Costs may arise if consent to assign is disputed as unreasonably withheld. | Depends on agreement | After completion | Usually separate |
Consent delay claim costs | Costs may arise where landlord delays consent decision for assignment. | Depends on agreement | After completion | Usually separate |
Arrears and liabilities | ||||
Original tenant liability risk | Liability position depends on lease date, release rules and any AGA. | Depends on agreement | After completion | Sometimes included |
Old lease continuing liability | Assignor of older lease may remain liable for tenant covenants after assignment. | Assignor usually pays | After completion | Sometimes included |
Professional costs | ||||
Landlord compliance certificate fee | Fee for certificate needed to satisfy title restriction on registration. | Assignee usually pays | After completion | Usually separate |
Deed of covenant fee | Fee for assignee covenant with landlord or management company if required. | Assignee usually pays | Before completion | Usually separate |
Management company membership fee | Fee for assignee becoming member or shareholder of estate management company. | Assignee usually pays | After completion | Usually separate |
Management share transfer fee | Cost of transferring management company share linked to leasehold occupation. | Assignee usually pays | After completion | Usually separate |
Deposits and security | ||||
Key or access deposit | Deposit or charge for keys, fobs, permits or access cards on handover. | Assignee usually pays | On completion | Usually separate |
Rent and periodic payments | ||||
Parking permit charge | Estate or landlord charge for parking rights transferred or newly issued. | Assignee usually pays | Periodic | Usually separate |
External area licence fee | Fee for outside seating, storage, signage or ancillary licensed areas. | Assignee usually pays | Periodic | Usually separate |
Professional costs | ||||
Signage consent cost | Landlord or planning consent costs for assignee's signage changes. | Assignee usually pays | After completion | Usually separate |
Adjustments and apportionments | ||||
Fit-out contribution adjustment | Unspent or clawback-prone landlord contribution may affect assignment pricing. | Depends on agreement | On completion | Sometimes included |
Arrears and liabilities | ||||
Landlord incentive clawback | Lease or side letter may require repayment of incentives on assignment. | Depends on agreement | Before completion | Sometimes included |
Adjustments and apportionments | ||||
Side letter benefit adjustment | Personal concessions may end on assignment, affecting commercial value. | Depends on agreement | On completion | Sometimes included |
Post-completion reconciliation payment | Later payment after final accounts for service charge, turnover rent or utilities. | Shared or apportioned | After completion | Sometimes included |
Professional costs | ||||
Completion statement preparation cost | Solicitor or agent cost for preparing financial completion statement. | Depends on agreement | On completion | Not applicable |
Bank transfer fee | CHAPS or faster payment fee for sending completion monies. | Depends on agreement | On completion | Not applicable |
Arrears and liabilities | ||||
Late completion interest | Interest or compensation if completion is delayed beyond agreed date. | Depends on agreement | On completion | Sometimes included |
Completion undertaking liability | Financial exposure if solicitors' undertakings about payments or notices are breached. | Depends on agreement | After completion | Usually separate |
Professional costs | ||||
Rent deposit deed legal costs | Costs for preparing, reviewing or varying rent deposit documentation. | Assignee usually pays | Before completion | Usually separate |
Deposits and security | ||||
Rent deposit interest | Interest on deposit account may belong to tenant or landlord per deposit deed. | Depends on agreement | After completion | Sometimes included |
Professional costs | ||||
Covenant strength assessment cost | Cost of accounts review or referencing for assignee and guarantor approval. | Assignee usually pays | Before completion | Usually separate |
Tax advice cost | Advice on SDLT, VAT, capital allowances or premium accounting. | Depends on agreement | Before completion | Not applicable |
Taxes and duties | ||||
Capital allowances allocation | Allocation may be relevant where plant or fixtures transfer with premises. | Depends on agreement | On completion | Sometimes included |
Capital gains tax exposure | Assignor may have tax exposure if lease is assigned for a premium. | Assignor usually pays | After completion | Not applicable |
Corporation tax on premium | Company assignor may need to account for tax on premium received. | Assignor usually pays | After completion | Not applicable |
Professional costs | ||||
Option to tax evidence cost | Cost of obtaining or reviewing VAT option evidence before completion. | Depends on agreement | Before completion | Usually separate |
Rent and periodic payments | ||||
Interim occupation licence fee | Fee for assignee occupation before legal assignment completes. | Assignee usually pays | Periodic | Usually separate |
Holdover occupation payment | Payment if assignor remains in occupation after assignment completion. | Assignor usually pays | After completion | Sometimes included |
Arrears and liabilities | ||||
Vacant possession cost | Removal, clearance or compensation cost to deliver agreed possession at completion. | Assignor usually pays | On completion | Sometimes included |
Waste removal cost | Clearance cost for assignor's rubbish, stock or redundant fit-out before handover. | Assignor usually pays | Before completion | Usually separate |
Cleaning cost | Agreed cost for pre-completion cleaning or handover condition requirements. | Assignor usually pays | Before completion | Usually separate |
Adjustments and apportionments | ||||
Security system transfer charge | Charge to transfer alarms, access systems or monitoring contracts to assignee. | Depends on agreement | After completion | Usually separate |
Landlord works contribution | Contribution due from landlord may need assignment, credit or entitlement wording. | Depends on agreement | After completion | Sometimes included |
Arrears and liabilities | ||||
Outstanding landlord contribution | Unpaid landlord incentive or works contribution may be assigned or reserved. | Depends on agreement | After completion | Sometimes included |
Existing dispute settlement payment | Payment to settle landlord or third-party dispute before assignment proceeds. | Assignor usually pays | Before completion | Sometimes included |
Professional costs | ||||
Lease litigation costs | Costs of ongoing lease dispute may need indemnity or retention on assignment. | Depends on agreement | After completion | Sometimes included |
Court or tribunal fee | Fee may arise in consent, arrears, service charge or lease dispute. | Depends on agreement | After completion | Not applicable |
Mediation fee | Cost of resolving assignment, consent or lease liability disputes. | Shared or apportioned | After completion | Not applicable |
Schedule of condition cost | Cost of recording condition to manage repair liability on assignment. | Depends on agreement | Before completion | Sometimes included |
Inventory report cost | Cost of listing fixtures, contents and handover items transferred. | Shared or apportioned | Before completion | Usually separate |
Assignment agent commission | Commercial agent commission for finding assignee or negotiating premium. | Assignor usually pays | On completion | Not applicable |
Marketing costs | Costs incurred by assignor to market lease assignment opportunity. | Assignor usually pays | Before completion | Not applicable |
Auction fees | Auctioneer fees if lease assignment is sold through auction process. | Depends on agreement | On completion | Usually separate |
Introducer fee | Referral fee for introducing assignee, subject to contract and disclosure rules. | Depends on agreement | On completion | Not applicable |
Confidentiality agreement cost | Legal cost for NDA covering lease, accounts or business sale information. | Depends on agreement | Before completion | Not applicable |
Deposits and security | ||||
Exclusivity fee | Payment for agreed exclusivity period while assignee investigates assignment. | Assignee usually pays | Before completion | Usually separate |
Professional costs | ||||
Abortive transaction costs | Wasted legal, survey or landlord costs if assignment does not complete. | Depends on agreement | After completion | Usually separate |
Deposits and security | ||||
Contract deposit | Deposit paid under assignment contract before completion, if exchange occurs. | Assignee usually pays | Before completion | Usually separate |
Arrears and liabilities | ||||
Forfeited contract deposit | Deposit may be forfeited if assignee defaults under assignment contract. | Assignee usually pays | After completion | Usually separate |
Professional costs | ||||
Direct debit setup charge | Administration cost for setting up rent or service charge payment mandates. | Assignee usually pays | After completion | Usually separate |
Adjustments and apportionments | ||||
Rent account opening balance | Opening landlord account balance should reflect agreed completion apportionments. | Shared or apportioned | After completion | Usually separate |
Rent and periodic payments | ||||
Service charge budget increase | Known budget increase may affect completion adjustment and assignee cashflow. | Assignee usually pays | Periodic | Usually separate |
Estate charge | Wider estate maintenance charge payable separately from building service charge. | Shared or apportioned | Periodic | Usually separate |
Marketing or promotion levy | Shopping centre or estate levy may transfer with tenant obligations. | Shared or apportioned | Periodic | Usually separate |
Deposits and security | ||||
Utilities deposit | Supplier may require deposit from assignee for new utility accounts. | Assignee usually pays | After completion | Not applicable |
Landlord utility deposit | Landlord may require deposit for shared utilities or recharged supplies. | Assignee usually pays | Before completion | Usually separate |
Professional costs | ||||
Meter reading fee | Agent or contractor fee for final meter readings at handover. | Shared or apportioned | On completion | Usually separate |
Adjustments and apportionments | ||||
Rent suspension proceeds | Insurance rent suspension benefit may need allocation after insured damage. | Depends on agreement | After completion | Sometimes included |
Insurance claim proceeds | Outstanding claim proceeds may be assigned or reserved depending on damage timing. | Depends on agreement | After completion | Sometimes included |
Arrears and liabilities | ||||
Insurance reinstatement shortfall | Shortfall between insurance proceeds and repair cost may need allocation. | Depends on agreement | After completion | Sometimes included |
Rent concession repayment | Deferred or reduced rent may become repayable on assignment under side agreement. | Assignor usually pays | Before completion | Sometimes included |
Historic rent settlement payment | Legacy deferred rent settlement may need discharge or indemnity before assignment. | Assignor usually pays | Before completion | Sometimes included |
Protected rent debt award | Historic protected rent debt award may affect arrears position on assignment. | Assignor usually pays | Before completion | Usually separate |
Adjustments and apportionments | ||||
Release payment | Payment to landlord or counterparty for release from liabilities on assignment. | Assignor usually pays | On completion | Usually included |
Professional costs | ||||
Deed execution cost | Notarial, witnessing or board approval costs for deed execution if needed. | Depends on agreement | Before completion | Not applicable |
Taxes and duties | ||||
Overseas entity registration cost | Cost may arise if overseas entity holds or takes registrable leasehold estate. | Assignee usually pays | Before completion | Usually separate |
Professional costs | ||||
Overseas entity verification fee | Verification agent fee for overseas entity registration or update compliance. | Assignee usually pays | Before completion | Not applicable |
Restriction compliance cost | Cost to satisfy title restriction requiring consent, certificate or certificate of compliance. | Assignee usually pays | After completion | Usually separate |
Taxes and duties | ||||
Non-resident landlord tax withholding | May affect future rent payments where landlord is outside the UK. | Assignee usually pays | Periodic | Not applicable |
Withholding tax on interest | May be relevant to interest payments under deposits, loans or deferred sums. | Depends on agreement | After completion | Usually separate |
Adjustments and apportionments | ||||
Deferred consideration | Part of assignment price payable after completion on agreed trigger or date. | Assignee usually pays | After completion | Usually included |
Contingent consideration | Further price payable if consent, planning, turnover or business targets occur. | Assignee usually pays | After completion | Usually included |
Deposits and security | ||||
Deferred consideration security | Charge, guarantee, escrow or retention securing later payment of assignment price. | Assignee usually pays | On completion | Usually included |
Rent and periodic payments | ||||
Interest on deferred consideration | Interest may accrue on unpaid deferred assignment price after completion. | Assignee usually pays | After completion | Usually included |
Deposits and security | ||||
Personal guarantee cost | Commercial cost or legal advice linked to director or third-party guarantee. | Assignee usually pays | Before completion | Usually separate |
Parent company guarantee cost | Group guarantee may be required by landlord as condition of assignment consent. | Assignee usually pays | Before completion | Usually separate |
Professional costs | ||||
Accounts preparation cost | Cost of providing financial accounts requested for landlord consent assessment. | Assignee usually pays | Before completion | Usually separate |
Corporate approval filing cost | Company filing or administrative costs linked to approvals or security documents. | Assignee usually pays | After completion | Not applicable |
Notarial or apostille fee | May be needed for overseas signatories or foreign corporate documents. | Depends on agreement | Before completion | Not applicable |
Translation cost | Cost of translating foreign corporate documents or evidence for consent. | Depends on agreement | Before completion | Not applicable |
What Financial Items Should Be Checked Before Assigning A Commercial Lease?
A commercial lease assignment is rarely just a transfer of occupation rights. The parties should agree a completion statement covering rent, service charge, insurance rent, VAT, arrears, landlord consent costs and any rent deposit transfer. These items are often dealt with outside the deed itself, but they can affect the price paid on completion and whether landlord consent is released.
Who Usually Pays The Landlord's Costs On A Lease Assignment?
The assignor commonly pays the landlord's reasonable legal and surveyor costs because the assignor is asking for consent to assign. However, the assignee may agree to reimburse some or all of those costs commercially. The licence to assign or landlord's consent correspondence should be checked carefully before completion.
How Are Rent And Service Charge Apportioned On Completion?
Rent, service charge and insurance rent are normally apportioned so the assignor bears the period up to completion and the assignee bears the period after completion. If sums have been paid in advance, the assignee may give the assignor credit on completion. If sums are unpaid, the assignor may need to clear arrears before the assignment proceeds.
When Does SDLT Matter On A Lease Assignment?
Stamp Duty Land Tax can arise for the assignee on the premium or other chargeable consideration for the assignment, and sometimes on linked payments. SDLT filing and payment deadlines are strict, so the assignee should take tax advice before completion and not assume that a nil-premium assignment has no reporting implications.
Why Do Rent Deposits Need Special Attention?
A rent deposit may need to be released, assigned, topped up or replaced under a rent deposit deed. If the assignee gives a new deposit, the amount, holder, permitted deductions and timing should be agreed before completion rather than left to informal post-completion arrangements.

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