Football clubs must be alert to consequences of regulator-HMRC information sharing powers

Tax expert Ian Robotham and sports law expert Gabrielle Armstrong, both of Pinsent Masons, were commenting following the establishment of the IFR under the Football Governance Act 2025 (FGA 2025). The act provides for statutory oversight of English football and brings with it wide-ranging powers to collect and share information. Unlike some regulators, the IFR has been given express statutory permission to disclose information it holds to a range of public authorities.

• Read more: a guide to England’s Independent Football Regulator
• Know The Score: Pinsent Masons’ self assessment IFR compliance tool for clubs

Robotham said: “That list includes HMRC, raising potentially significant questions about both the breadth of information that may be shared and the circumstances in which HMRC may be able to access it. Clubs and their advisers will need to be alert to what information may be shared and how the IFR and HMRC will interpret their statutory power.”

Section 86 of the FGA 2025 gives the IFR a power to disclose information held “in connection with the exercise of its functions” to specified regulatory recipients, including HMRC, the Financial Conduct Authority (FCA), the National Crime Agency and the Serious Fraud Office.  The only express limitation on the use of that power is that disclosure must be “for the purpose of facilitating the exercise of that person’s functions” – so, for example, the IFR may only share information with HMRC if it is for the purposes of HMRC carrying out its functions.  

In contrast to many information‑sharing regimes, the legislation does not restrict disclosure to particular types of information or particular enforcement contexts, nor does it confine disclosure to circumstances where the recipient has developed a suspicion or is investigating.

Robotham said: “From an HMRC perspective, the statutory test appears materially wider than the limits that ordinarily apply to HMRC’s own statutory information-gathering powers, under which HMRC can typically compel information to be shared where it is ‘reasonably required’ for the purpose of checking a person’s tax position. HMRC may argue that the phrase ‘facilitating the exercise of HMRC’s functions’ goes much further than that, potentially encompassing policy risk assessment, intelligence development, and future compliance activity.”

Armstrong said: “The IFR is likely to obtain a huge breadth of information from clubs, investors, owners and directors through its licensing regime and owners and directors tests, including information about ownership structures, funding arrangements, sources of investment, shareholder relationships, material contracts, and governance practices. The legislation creates the possibility of that information being reused for very different regulatory purposes. Whether that information would be of interest to HMRC for the purposes of its function, for example collecting tax, remains to be seen.”

Another open issue is how the statutory disclosure gateway will operate in practice. The legislation itself does not require the IFR and HMRC to enter into a formal agreement outlining mutual intentions, nor does it prescribe any process for disclosure. That raises two possibilities. First, routine sharing, where information is shared on a structured or periodic basis under an agreed framework, as has already been agreed with the FCA; and second, ‘ad hoc’ disclosure, where HMRC requests specific information and the IFR relies on s86 as statutory permission to disclose it.

Robotham said: “If the gateway operates primarily as a response mechanism where HMRC comes knocking, it may ultimately resemble existing inter-agency cooperation, albeit with what appears to be a lower legal threshold for disclosure. If, however, it facilitates routine or proactive information flows, it could mark a more substantial shift in how HMRC gains access to information in the football industry, potentially setting this industry in a markedly different position from other sporting groups. Either way, s86 potentially allows HMRC to receive information without having to rely on its own statutory information-gathering powers, and therefore without the usual procedural constraints and taxpayer safeguards that accompany those powers.”

The picture is further complicated by s87 of the FGA 2025, which creates a reciprocal statutory gateway allowing HMRC to disclose information to the IFR. The section expressly provides that a disclosure does not breach any obligation of confidence owed by HMRC.

“The language appears to override HMRC’s general duty of taxpayer confidentiality in rather broader terms than are available in other circumstances – for example, in criminal investigations where disclosure is only allowed in tightly defined circumstances such as to enable a decision to be taken as to whether to institute criminal proceedings. While more detail is likely to emerge as guidance is published, the direction of travel is clear - both tax authorities and the IFR have been given tools to access a much broader range of information than before,” said Robotham.