A letter of offer should normally be signed by the person who is
intended to make the payment.
A purchaser may be prepared to make the offer expected of
them, but may refuse to sign an admission of failure. In such a
case the wording can be changed to my alleged failure.
If the offer is being made by someone who is not guilty of an offence under Finance Act 2003 the wording should reflect this. An example is an offer to be signed by the personal representatives of a deceased purchaser. As they have committed no offence, the offer must reflect this.
There will be occasions when other persons will be joined in the offers and in such cases it must be clear from the wording and layout of the offer that their signatures are required. Often, they will have to sign twice, once as directors on behalf of the company and once in their own right. This should be made clear in the draft.
Since the Companies Act 1989 passed into law, it has not been
necessary for a company to have a common seal. An offer from a
company should normally be signed on its behalf by a director and
the company secretary, or two directors.
A letter of offer signed on behalf of a company by only one
director may be accepted, provided there is no reason to doubt that
the director was authorised to enter into the contract on behalf of
the company.
With larger companies offers may be accepted if signed by
officers or employees who are authorised to bind the company in a
legal contract.
An offer may be signed by a reputable agent provided that
Where a letter is to be signed by an agent on behalf of a client the wording will need to be adapted. The wording of the letter of offer could read
‘The tax on the statement below/attached/overleaf* is/are unpaid, wholly or in part, because of the failure of AB to meet all his/her* obligations under FA 2003. On the basis that no proceedings are taken against my/our* client for that tax or for the penalties and interest on them, I/we* ………….. offer …………..’
If the offer is to be signed by the agent and culpability is disputed appropriate wording would be as above substituting the alleged failure of AB.
Advice should be sought if, exceptionally, it is suggested that
an offer could or should be signed by someone other than the
purchaser, either in addition or in place of them (for example, his
wife if he is ill).
The compliance caseworker should ensure that the standard
clauses providing for interest at the current statutory rate in the
event of delay in payment are included in all draft letters of
offer unless there is nothing left to pay.
