Universal Cycles Limited & Ors v The Commissioners for HMRC

Introduction

1. These appeals concern Post Clearance Demand Notices (“C18s”) issued by the Respondents (“HMRC”) in March 2017. These imposed additional customs, VAT and anti-dumping duties on importations of bicycles by the Appellants from Sri Lanka during the period from 2007 – 2012. The primary issue in the Appeals is whether the origin of the bicycles, to which the C18s relate, is Sri Lanka (as the Appellants contend) or China (as HMRC contend). The tax at stake is over £23m.

2. The substantive hearing in these appeals, which is listed for 25 days, commenced on 23 February 2026. In accordance with the Tribunal’s directions the Appellants filed and served their skeleton argument on 26 January 2026. HMRC’s skeleton argument was filed and served on 2 February 2026. Paragraph 153 of HMRC’s skeleton states: “The Respondents have prepared detailed submissions on quantum in Excel, Options 1 and 2 attached hereto and explained below.”

3. HMRC attached two spreadsheets, Option 1 and Option 2, to their skeleton argument because, at the time their skeleton argument was filed and served, there was an outstanding application by HMRC for the admission of new evidence that had been “re-discovered” by them. Option 1 was on the basis that the new evidence would be admitted and Option 2 on the basis that it would not. In a decision of 4 February 2026, the Tribunal dismissed HMRC’s application with the effect that the new evidence was not admitted. As such we are only concerned with Option

2.

4. On 6 February 2026 the Appellants made an application (the “Application”) that HMRC be precluded from relying on Option 2 (and corresponding paragraphs of that skeleton argument). Although based on evidence already before the Tribunal, the Appellants contend Option 2 sets out, for the first time in an Excel Spreadsheet format with multiple worksheets, “new and detailed methodologies to support their C18 assessments”.

5. HMRC, in written submissions dated 16 February 2026, opposed the Application contending that it is a “basic right of a party to make submissions on the evidence”, as they say they have done, and that the objections of the Appellants to the admission of Option 2 is a misguided attempt to prevent them from appropriately addressing the Tribunal on evidence.

6. The Application and HMRC’s submissions were acknowledged by the Tribunal which, in a letter to the parties, explained that the Application would be determined at the commencement of the hearing on Monday 23 February 2026, “after hearing submissions in reply (if any) from the Appellants”. Ms Sloane KC, for the Appellants, did make such submissions on the first morning of the hearing.

7. After the short adjournment, the Tribunal gave a short extempore decision granting the Application. It was explained that the extempore decision “essentially set out” the Tribunal’s view but that the brief reasons given in the extempore decision would be expanded upon in the final substantive decision.

8. However, shortly before the commencement of the second day of the hearing, on 24 February 2026, HMRC made an application for permission to appeal against the extempore decision on the following grounds: (1) the decision is founded on a serious error of law/procedural irregularity, in barring a party from making submissions on the evidence. (2) the decision, in error of law, fails to provide adequate reasons for the Respondents to understand the basis of it. (3) the parties have not been placed on an equal footing

9. As Rule 35(4) of the Tribunal Procedure (First-tier Tribunal) (Tax Chamber) Rules 2009 (the FTT Rules)provides that if a Tribunal decision provides no or only summary findings and reasons, a party wishing to appeal must apply for full written findings and reasons for the decision before seeking permission to do so. In the absence of such an application we have treated HMRC’s application of 24 February 2026 for permission to appeal as an application for full written findings and reasons.

10. We therefore adjourned the hearing to enable us to consider and prepare this decision, which is provided, in accordance with Rule 35, to enable HMRC to decide whether to maintain their application for permission to appeal against the Decision and, if so, to assist them in formulating any such appeal. Background

11. The following summary of the background facts, which is taken from the Application, HMRC’s response to it and the Appellants’ reply, is to put the Application and this decision in context. Nothing said below should be taken as a finding of fact for the purposes of the substantive appeal.

12. Between 2011 and 2014, the European Anti-Fraud Office, OLAF, investigated the possible evasion of conventional customs duties and anti-dumping duty on the importation of Chinese bicycles into the EU. As part of that investigation, OLAF considered the manufacturing/assembly operations of a Sri Lankan factory, City Cycle, and concluded, inter alia, that bicycles held out as manufactured by City Cycle were of Chinese origin rather than Sri Lankan origin.

13. The Appellants imported 1,068 consignments of bicycles between 2008 – 2012 processed by City Cycle via Acctel, a buying agent. They also imported bicycles from other manufacturers, including Asia Bike, also via Acctel. The Sri Lankan origin of the Asia Bike processed bicycles is not challenged.

14. As Judge Baldwin noted, at [60] – [61], in his decision on preliminary issues arising in this case (see Universal Cycles Ltd and others v HMRC [2025] UKFTT 1208 (TC)): “60. Between March and April 2017 and based on the findings set out in the OLAF Report, HMRC issued each Appellant with a decision letter and a C18.

61. In each case, the decision letter stated that the basis of the alleged liability was that "the bicycles imported by you from CITY CYCLE in Sri Lanka between 2009 and 2011 were of Chinese origin, rather than Sri Lankan". In relation to UC, HMRC contend that text contained a typographical error and that the period in question began in 2007, as was set out in the supporting debt schedules.”

15. The supporting debt schedules to which Judge Baldwin referred were an updated list of all the consignments where the consignor had been identified as City Cycle and other consignments where the consignor was identified as Acctel or left blank. HMRC had contended that for the consignments which were blank, or showed Acctel as the consignor, it was for the Appellants to establish that the consignments were not from City Cycle. However, in his decision Judge Baldwin concluded that, as HMRC had relied on the extended time limit to raise the assessment in 2017, the burden was on HMRC to establish that the consignments were from City Cycle.

16. The original methodology advanced by HMRC is apparent from the “Right to be Heard” (“RTBH”) letter, dated 19 December 2016, from HMRC to Universal Cycles Limited which, at paragraph 25, states: “The enclosed schedule shows how the customs debt has been calculated and the source material used, including the Sri Lankan export data obtained by OLAF. HMRC has concluded the Final OLAF Report (OF/2010/0648/B1) provides sufficient grounds to conclude all exports consigned by CITY CYCLE and the Taiwanese buyer, ACCTEL resulted in the presentation of invalid Forms A and that as communicated above this gives rise to an additional charge to import duties under Article 201(1) of Council Regulation (EEC) 2913/92. The enclosed schedule shows how the customs debt has been calculated. …”

17. That schedule sets out the following steps taken by HMRC to calculate the customs debt: “(1) Using the OLAF export summary, 2006 is split into two, based on date of C18 issue (20/07/2006), indicating which imports that are out of time under UCC; (2) Calculations for this 2006 split are shown to the right of the table below [not reproduced]; (3) MSS data (“MSS” tab) is then scrutinised for the period 2008 to 2012, using “customs value” to arrive at total annual invoiced values for Universal Cycles EORIs – shown in the “invoice value” table in both “calculated amounts and “paid amount” tabs”; (4) Customs duty, ADD and import VAT then calculated cording to non-GSP imports, originating in China (“Calculated Amounts” tab); (5) Customs duty, ADD and import VAT then calculated according to GSP imports, originating in Sri Lanka (“Paid Amounts”, tab); (6) The difference between the two tabs then linked back to the “C18” tab; and (7) Amounts for Universal Cycles plc and Universal Cycles Ltd combined into the same duty demand as they are the same legal entity.”

18. It is apparent from these steps that the MSS data was used by HMRC in the assessment process.

19. The Appellants responded to the RTBH letter on 9 March 2017 noting in that letter: “The amounts communicated in the RTBH letter were calculated on the basis of the EORI declared in Box 8 of the relevant customs declarations. The schedules provided gave a full breakdown for the periods in question and summarised the methodology used”.

20. In his witness statement, dated 2 July 2024, HMRC Officer Christopher Bridgeman acknowledged that he was aware that the blank consignor fields and those that mentioned Acctel as the consignor would require further analysis and that the Masterlist that had been created would be the starting point for discussions with the Appellants whereby the relevant consignments from City Cycle would be identified and those that were not would be removed. However, although he recognised that he had mentioned this to his colleagues “in passing”, he accepted that he did not make the point clearly enough to them either at the time or later. He subsequently produced an updated Masterlist with many (but not all) of the blanks filled in. This included consignment details for imports between 2008 to 2010 to which a Consignor Name was added. It also included consignments which the Appellants had notified HMRC were manufactured by Asia Bike. However, Officer Bridgeman was unable to provide any additional consignor details for the period to 1 October 2008.

21. The methodology set out at Option 2 of HMRC’s skeleton argument is, as noted above, an Excel spreadsheet with multiple worksheets. The first worksheet sets out the C18s. The fourth worksheet, titled MSS, which the Appellants say has not been previously provided as part of the pleadings, assessments or evidence, contains a colour coded table identifying the Asia Bike consignments, City Cycle Consignor, etc.

22. The next worksheet, Net Mass 2012, Methodology” states: “A matching exercise has been performed to identify likely matches between the Appellants' import and City Cycle's export data. The MSS tab, with colour coding, sets out the full results of that exercise. That tab includes matches made because City Cycle was named by the Appellants as consignor, and those where the declarant reference on the MSS data [ref] inputted by the Appellants is identical to Purchase Order Number in City Cycle’s export summary lists (Annex 33.6 [Ref] p422). Further, it includes the results of Supplementary Units matching (see Supp Unit Methodology (2011) tab). To identify additional matches, the following was done.”

23. It continues: “To locate further matches, 16 shipments were manually matched, across the MSS DATA Tab …”

24. The worksheet also appears to have been based on a number of assumptions e.g. it refers to a “date window” having been applied and that an appropriate shipping window would be between 19 and 41 days. As Ms Sloane points out, in HMRC’s application to admit new evidence made in December 2025, the methodology used a shipping time of up to 35 days and that any increase in the window is likely to increase the number of matches made.

25. HMRC, at paragraph 159 of their skeleton argument, say that Option 2 contains an MSS tab, which uses colour coding added to the MSS data to explain why they submit that each consignment imported by the Appellants is, on the balance of probabilities, one exported by City Cycle from Sri Lanka, and therefore properly falling into the quantum of the debts. Law

26. As stated in the Application, it is trite law that a skeleton argument is for legal submissions and not presentation of a new case. The Tribunal (Judge McNall) in McCord (t/a Hi-Octane Imports Ltd) v HMRC [2017] UKFTT 620 (TC) noted at [28]: “A Skeleton Argument is not a document produced by a witness and it is not evidence. Given the conventional function of a Skeleton Argument, it is hard to see what material or information of a novel or decisive character would have been likely to emerge in a Skeleton Argument which had not already emerged or had been identified either in HMRC's Statement of Case or HMRC's evidence (already, by that point, served). …”

27. It is also trite law that a party cannot have a decision made against its interests without being permitted to make submissions, including on the evidence (see eg Hurman v Paratian [1998] AC 707).

28. In LighthouseCarrwood Ltd v Luckett [2007] EWHC (QB), on an application by the Defendant, the Claimant was refused permission to introduce late evidence on quantum, which it was contended did not introduce any new information. At [35] – [36] Judge MacDuff QC (sitting as a Judge of the High Court) noted that: “35. The evidence which the claimant sought to introduce was that of Mr Alcock, who had provided a witness statement. Mr Alcock is a chartered accountant and he is an employee of the Claimant. I have seen that statement, albeit de bene esse. To say that the statement “does not introduce any new information” is, in my opinion, to some extent stretching the truth. True it is that he draws on information from documents which are largely in bundle E, maybe some in bundle D, but there is not only a collation and analysis of those documents, but there are assumptions and assertions made. It is, as is apparent to anybody who reads it, a mixture of fact and expert evidence. The next sentence in paragraph 8 says: “It is merely a concise collation and analysis of documents.” To use the word “merely” is not entirely accurate, as it seems to me.

36. The document goes on:— “On this basis, it is the Claimant's solicitor's view that, whilst it accepts that the witness evidence has been served slightly later than anticipated, the witness evidence is a very effective tool for the presentation of the material to the court.” The use of the word “slightly” also attracts some attention and raising of the eyebrows. Also, it may be an “effective tool for the presentation of the material to the court” from the Claimant's point of view. From the Defendant's point of view it is late and a bombshell. It is not surprising that the application was rejected. The statement then goes on to assert that “the Claimant is not seeking to file and serve new material.” Here there must be a significant raising of the eyebrows. It is misleading to suggest that this evidence did not include new material. It contained a mass of new material. …”

29. In Outram v HMRC [2021] UKFTT 29 (TC) the Tribunal (Judge Popplewell) considered whether HMRC should be precluded from pursuing arguments first raised in their skeleton argument. Having considered the overriding objective in Rule 2 of the FTT Rules (to deal with cases “fairly and justly”), Judge Popplewell agreed, at [8], that the new allegation in the skeleton argument was “tantamount to HMRC seeking to introduce a new issue which should have been pleaded in their amended statement of case.”

30. He continued, at [9]: “The relevant principles, therefore, are those set out in Quah International v Goldman Sachs [2015] EWHC 759 (Comm) ("Quah"). Quah concerned an application by the claimant, made three weeks before the first day of the trial, to amend her particulars of claim. At paragraphs 36 to 38 of Quah , Mrs Justice Carr set out the relevant principles in determining whether permission to amend should be granted: "36. An application to amend will be refused if it is clear that the proposed amendment has no real prospects of success. The test to be applied is the same as that for summary judgment under CPR Part 24 . Thus the applicant has to have a case which is better than merely arguable. The court may reject an amendment seeking to raise a version of the facts of the case which is inherently implausible, self-contradictory or is not supported by contemporaneous documentation.

37. Beyond that, the relevant principles applying to very late applications to amend are well known. I have been referred to a number of authorities: Swain-Mason v Mills & Reeve [2011] 1 WLR 2735 (at paras. 69 to 72, 85 and 106); Worldwide Corporation Ltd v GPT Ltd [CA Transcript No 1835] 2 December 1988; Hague Plant Limited v Hague [2014] EWCA Civ 1609 (at paras. 27 to 33); Dany Lions Ltd v Bristol Cars Ltd [2014] EWHC 928 (QB) (at paras. 4 to 7 and 29); Durley House Ltd v Firmdale Hotels plc [2014] EWHC 2608 (Ch) (at paras. 31 and 32); Mitchell v News Group Newspapers [2013] EWCA Civ 1537.

38. Drawing these authorities together, the relevant principles can be stated simply as follows: a) whether to allow an amendment is a matter for the discretion of the court. In exercising that discretion, the overriding objective is of the greatest importance. Applications always involve the court striking a balance between injustice to the applicant if the amendment is refused, and injustice to the opposing party and other litigants in general, if the amendment is permitted; b) where a very late application to amend is made the correct approach is not that the amendments ought, in general, to be allowed so that the real dispute between the parties can be adjudicated upon. Rather, a heavy burden lies on a party seeking a very late amendment to show the strength of the new case and why justice to him, his opponent and other court users requires him to be able to pursue it. The risk to a trial date may mean that the lateness of the application to amend will of itself cause the balance to be loaded heavily against the grant of permission; c) a very late amendment is one made when the trial date has been fixed and where permitting the amendments would cause the trial date to be lost. Parties and the court have a legitimate expectation that trial fixtures will be kept; d) lateness is not an absolute, but a relative concept. It depends on a review of the nature of the proposed amendment, the quality of the explanation for its timing, and a fair appreciation of the consequences in terms of work wasted and consequential work to be done; e) gone are the days when it was sufficient for the amending party to argue that no prejudice had been suffered, save as to costs. In the modern era it is more readily recognised that the payment of costs may not be adequate compensation; f) it is incumbent on a party seeking the indulgence of the court to be allowed to raise a late claim to provide a good explanation for the delay; g) a much stricter view is taken nowadays of non-compliance with the Civil Procedure Rules and directions of the Court. The achievement of justice means something different now. Parties can no longer expect indulgence if they fail to comply with their procedural obligations because those obligations not only serve the purpose of ensuring that they conduct the litigation proportionately in order to ensure their own costs are kept within proportionate bounds but also the wider public interest of ensuring that other litigants can obtain justice efficiently and proportionately, and that the courts enable them to do so."”

31. Judge Popplewell concluded that HMRC should not be permitted to pursue its alternative argument despite accepting, at [21] that it had “legs”, albeit they were “somewhat spindly” and, at [23], that the alternative arguments was of “some significance” and not being able to advance it “might cause them prejudice.” He also rejected HMRC’s argument that there was no need for the Appellant to call rebuttal evidence as it was possible to come to a decision on the evidence already available and, at [22], considered that it was not: “… fair to put them [the Appellants] on the spot and ask them to rush around between now and the date scheduled for the substantive appeal to identify what evidence they should call and whether it is possible to find somebody from Montpelier to give it. In practice to safeguard their position, they would need to proof that witness. And I think that is inconceivable given the lateness of the hour. And this is especially unfair on them given that HMRC could, and should, as I have mentioned above, raised this alternative argument well before now, following a case review after the stay expired in March 2020.” Discussion and Conclusion

32. Although it is accepted that Option 2 relies on evidence already before the Tribunal, the Appellants contend that it advances an entirely new methodology of how the assessments were raised. They say it is something that should have been undertaken earlier, such as in the witness statement of Officer Bridgeman in July 2024, and that advancing it as “submissions” does not enable HMRC to circumvent procedural requirements.

33. As it is a new methodology, the Appellants say that if HMRC are permitted to rely on it they would not be on an equal footing as they do not have the time to digest, analyse, prepare submissions and cross-examine on the analysis which, they say, requires a line-by-line check of what HMRC claim is a “match” in relation to the hundreds of consignments in the Excel spreadsheets. The Appellants also contend that they would wish to adduce rebuttal evidence relevant to the analysis in relation to HMRC’s key assumptions as to matters including the export summary and shipping windows.

34. HMRC contend that it is not a new methodology, they have not changed their case and that the Appellants are seeking to exclude submissions in relation to evidence, that they have had for many years.

35. It appears to us that this matter has arisen following the decision by Judge Baldwin in October 2025 in which he decided that the burden of proof in relation to the consignments that were blank or showed Acctel as the consignor was on HMRC. In recognition of that decision, HMRC were in the position where they had to produce further or additional evidence to support the assessments that they had made in 2017 and, as a result, they set about producing such further and additional information in spreadsheet form, as Option 2, which was attached to their skeleton argument.

36. The question for us, given the chasm between the parties on the issue, is whether Option 2 is simply submissions on existing evidence or whether it is such that it constitutes a new methodology.

37. On balance, the decision we came to on the first day of the hearing, Monday 23 February 2026, and, having given it further careful consideration, confirm now, is that the Appellants are right – there is significant new material that HMRC had not collated before, even though it was available to them and was acknowledged by Officer Bridgeman in his witness statement in 2024.

38. We have reached this conclusion in the light of the Appellants’ initial review of the spreadsheets which indicated that there were mismatches in the data as well as assumptions and extrapolations that needed to be explained. However, HMRC have not provided any explanation of how the spreadsheets had been produced, the people/software involved and have not tendered a witness to produce them and provide evidence to explain the rationale behind them. This left the Appellants and the Tribunal in some difficulty in how to interpret them.

39. In such circumstances, we find ourselves in a similar position to that of Judge Popplewell in Outram and that like him – although we are concerned with a new methodology rather than a new argument advanced in HMRC’s skeleton argument – we consider the addition of Option 2 as an annex to their skeleton argument is “tantamount to HMRC seeking to introduce a new issue which should have been pleaded in their amended statement of case” and/or represents new evidence on which they retrospectively seek to justify the C18s and in respect of which they have not tendered a witness.

40. Accordingly, the relevant principles to be applied are those set out in Quah (which are set out above as cited by Judge Popplewell in Outram).

41. It is clear from the applicable principles that whether an amendment should be allowed is a matter for the discretion of the court or tribunal and, as with all such applications, always involves the court striking a balance between injustice to the applicant if the amendment is refused, and injustice to the opposing party and other litigants in general, if the amendment is permitted. However, where there is a very late application, i.e. an application made when the trial date is fixed, and where permitting the amendments could result in the trial date being lost, as Carr J (as she then was) noted in Quah (at [38c]), the impact on the trial date “will of itself cause the balance to be loaded heavily against the grant of permission.”

42. In this case it clearly would fall into the category of a “very late” application, HMRC filed and served their skeleton argument three weeks before the hearing was due to start. At the time there was also an application to admit new evidence (determined by the Tribunal on 4 February 2026) however, the skeleton’s reference to Option 2 failed to acknowledge even the potential implications of reliance on it. As such it was not until the Application was made only a week before the hearing that the Tribunal was able to consider the implications of HMRC’s asserted reliance on Option

2. It was impractical to deal with the Application before the start of the hearing and thereby it has impacted the trial. Not only has there been an absence of an explanation as to why the methodology was not advanced sooner but there is a real danger that if HMRC were permitted to rely on it the remainder of the hearing could be lost. This is because the Appellants say that they do not have the time to digest, analyse, prepare submissions and cross-examine on the methodology and that they would also wish to adduce rebuttal evidence. Although this is disputed by HMRC, we consider it is for the Appellants’ to decide how to run their case and they are unable to do so given that they were unaware of the methodology until very late in the day.

43. As with Judge Popplewell in Outram in the remarks we have quoted above, we do not consider it would be fair on the Appellants when it would appear that HMRC could have raised the new methodology sooner given it is based on existing evidence.

44. Although we do understand and accept the significance of the methodology to HMRC, for the reasons above, we have come to the conclusion that, as it has not previously been advanced, and that it would be unfair on the Appellants to allow HMRC to rely on it, the Application must be allowed with the effect that HMRC are precluded from relying on the new methodology. However, this does not prevent appropriate and full cross-examination of the Appellants’ witnesses on the evidence in or arising from their witness statements and exhibits and thus already before the Tribunal. Right to apply for permission to appeal

45. This document contains full findings of fact and reasons for the decision. Any party dissatisfied with this decision has a right to apply for permission to appeal against it pursuant to Rule 39 of the Tribunal Procedure (First-tier Tribunal) (Tax Chamber) Rules 2009. The application must be received by this Tribunal not later than 56 days after this decision is sent to that party. The parties are referred to “Guidance to accompany a Decision from the First-tier Tribunal (Tax Chamber)” which accompanies and forms part of this decision notice. Release date: 26th FEBRUARY 2026