Cases

PGMOL v HMRC: The Supreme Court Rewrites The Employment Status Test

Football referees, a £583,874 tax bill, seven years of appeals, and PGMOL's win at the May 2026 FTT remittal. PGMOL is the Supreme Court's modern restatement of the employment status test—every IR35 case since September 2024 is decided in its shadow.

Liam Williams

Liam Williams

— 16 min read
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Updated 2 May 2026: The First-tier Tribunal handed down its post-remittal decision on 1 May 2026—PGMOL v HMRC [2026] UKFTT 654 (TC). Applying the Supreme Court's framework at stage three, the FTT allowed PGMOL's appeal: the £583,874 was struck out, and the individual match contracts were held to be contracts for services, not employment. See "What Happened After PGMOL" below for the verbatim findings.

If HMRC has opened an enquiry into your personal service company, issued a Regulation 80 determination, or disagreed with your Status Determination Statement, there is one Supreme Court case you need to understand. It has nothing to do with software contractors, hospital locums, or television presenters. It is about football referees.

Professional Game Match Officials Ltd v HMRC is the case HMRC's inspectors and litigators will cite at you, the case the tribunal will apply, and the case every IR35 decision since September 2024 has been built on.

It is not a friendly case for contractors. The Supreme Court dismantled two arguments that had protected borderline workers for twenty years: that a right to cancel defeats mutuality of obligation, and that control means continuous direction over how the work is done. Both are gone.

This article explains what PGMOL actually held, why it matters to your case, and where the battleground has moved. For the wider IR35 appeal framework—Chapter 8 versus Chapter 10, Status Determination Statements, the 45 days client-led disagreement process—see the IR35 off-payroll appeals guide.

What The Case Was About

The taxpayer was Professional Game Match Officials Limited (PGMOL)—a joint venture between the Football Association, the Premier League, and the English Football League that trains, supplies, and manages match officials for professional football in England.

The dispute concerned the "National Group" of Level 1 referees: roughly 60 part-time referees officiating predominantly in the Championship, League One, League Two, and the FA Cup. These were not full-time referees. Most had day jobs as firefighters, police officers, or accountants, and refereed on weekends and midweek fixtures.

Match appointments worked like this. Each week PGMOL offered matches via scheduling software, and referees could decline. Once a referee accepted, either side could still cancel before the referee arrived at the ground—without penalty. The referee had to pass fitness testing, attend training, follow PGMOL's Code of Conduct, and submit a match report afterwards. Performance was assessed, and referees were ranked on merit tables.

HMRC decided these arrangements amounted to employment for PAYE and Class 1 NICs, and issued Regulation 80 determinations for the 2014/15 and 2015/16 tax years totalling £583,874. PGMOL disputed the classification. That dispute travelled through five hearings over seven years before PGMOL ultimately won.

The Long Road To The Supreme Court

PGMOL shows why tax appeals of this complexity can consume the better part of a decade and still end up remitted. Five hearings, five panels, and a split arc—FTT, UT, Court of Appeal, Supreme Court, and the remitted FTT.

First-tier Tribunal—[2018] UKFTT 528 (TC). Judge Sarah Falk (now Falk LJ) and Janet Wilkins allowed PGMOL's appeal on 30 August 2018. They identified two levels of contract: an overarching seasonal contract (no obligation to offer or accept work—not employment), and individual match contracts (insufficient mutuality because either side could cancel before the match, and insufficient control because on match day the referee was "undoubtedly the person in charge"). PGMOL won.

Upper Tribunal—[2020] UKUT 147 (TCC). Zacaroli J and Judge Thomas Scott dismissed HMRC's appeal on 6 May 2020. The UT held the FTT had been right on mutuality but wrong in law on control. The error was not determinative, because mutuality had already failed. PGMOL won again. But the UT's own "framework of control" articulation at paragraph 138 would later be adopted by the Supreme Court.

Court of Appeal—[2021] EWCA Civ 1370. Henderson LJ, Elisabeth Laing LJ, and Sir Nicholas Patten allowed HMRC's appeal on 17 September 2021. Once an individual match contract existed, the parties' right to cancel before performance was immaterial to mutuality. On control, a framework of contractual obligations plus enforceable sanctions could suffice even without a continuous right to step in during the match. The case was remitted to the FTT. PGMOL lost.

Supreme Court—[2024] UKSC 29. Permission was granted in August 2022 and the hearing took place in June 2023. Lord Richards JSC delivered the sole judgment on 16 September 2024—fifteen months after the hearing. The bench of five (Lord Hodge DP, Lord Leggatt, Lord Stephens, Lady Rose, Lord Richards) dismissed PGMOL's appeal unanimously on both issues and remitted the case to the FTT to apply the third-stage Ready Mixed Concrete analysis.

First-tier Tribunal (remittal)—[2026] UKFTT 654 (TC). Tribunal Judge Geraint Williams and Dr Phebe Mann heard the remittal in November 2025 and released their decision on 1 May 2026. Applying the Supreme Court's framework, the FTT accepted that the irreducible minimum of mutuality and a sufficient framework of control were established at stages one and two, but found at stage three that the obligations were "narrow, short-lived and suffused with choice" (para 105) and that PGMOL's controls were "prospective and gatekeeping" rather than "supervisory or directive of the core officiating function during performance" (para 159). The appeal was allowed; PGMOL won.

Seven years. Five hearings. £583,874 struck out.

The Test Before PGMOL

The common-law test for a contract of employment has been the same for nearly sixty years. It comes from Ready Mixed Concrete (South East) Ltd v Minister of Pensions and National Insurance [1968] 2 QB 497—McKenna J's judgment of 8 December 1967, quoted verbatim in PGMOL at paragraph 37:

"(i) The servant agrees that, in consideration of a wage or other remuneration, he will provide his own work and skill in the performance of some service for his master. (ii) He agrees, expressly or impliedly, that in the performance of that service he will be subject to the other's control in a sufficient degree to make that other master. (iii) The other provisions of the contract are consistent with its being a contract of service."

Three stages: personal service for remuneration; sufficient control; and the rest of the contractual arrangements being consistent with employment. The PGMOL Supreme Court did not replace this test. It clarified how each stage applies.

For twenty years before PGMOL, the first two stages had been fought over endlessly. What exactly was "mutuality of obligation"? Did it require a standing commitment to offer work and a standing commitment to accept it? Cases like Carmichael v National Power [1999] UKHL 47 and Cornwall County Council v Prater [2006] EWCA Civ 102 pulled in different directions. Some practitioners read them as saying that a right to cancel without penalty defeated mutuality at stage one. Others disagreed.

On control, the orthodoxy was that the engager needed a right to direct how the work was done during the work. For a skilled professional—a referee, a surgeon, a lecturer—this could be hard to show. "How you referee a match" is not something PGMOL could direct during the game.

Both debates are largely settled now. The Supreme Court settled them against the taxpayer.

What The Supreme Court Held

Lord Richards JSC's judgment restates the Ready Mixed Concrete framework at paragraph 37, then examines stage one (mutuality) and stage two (control) in turn before remitting stage three to the FTT.

Mutuality Of Obligation, Reframed

The headline holding is at paragraph 30. The Supreme Court framed the whole exercise as an inquiry into the "totality" of the relationship, not a narrow gate focused on whether either side could walk away:

"there has been a tendency in some judgments, and still more in the submissions made in some cases, to focus unduly on the issues of mutuality of obligation and control and to treat all other terms of the contract and the surrounding circumstances of the parties' relationship as of less significance, or even as being relevant only if they negative the existence of an employment relationship. However, not only did MacKenna J himself make clear that mutuality of obligation and control were necessary, but not necessarily sufficient, conditions of a contract of employment, but there are decisions of high authority which emphasise the need to address 'the cumulative effect of the totality of the provisions [of the contract] and all the circumstances of the relationship created by it'"

The Supreme Court is saying two things at once. Mutuality and control are necessary conditions—a contract cannot be one of employment without them. But they are not sufficient. You cannot win an IR35 case by pointing to mutuality and control alone, and you cannot lose one on those two factors alone either. The third stage does real work.

Paragraph 40 then defines mutuality itself:

"It is an essential element of a contract of employment that the employee provides his or her personal service for payment by the employer. This requirement has been variously described, for example as 'the wage-work bargain' … However, in this case, as in many others, it has been adopted as the label for the first pre-requisite of any contract of employment and, with some reluctance, I shall also use it."

Mutuality is the "wage-work bargain": personal service for payment. That is a low bar. If you turn up and get paid, that stage is satisfied.

Paragraph 41 then tells you what mutuality does not do:

"This requirement of payment for personal service cannot, however, itself establish that the contract in question is a contract of employment. It is likewise an essential element of contracts for services whereby independent contractors agree to provide their personal services for payment… Beyond simply establishing the existence of a contract, it has been said to locate the contract in 'the employment field'"

Mutuality does not prove employment. Self-employed contractors also provide personal service for payment. All mutuality does is show the relationship is capable of being one of employment—it "locates" the contract in the employment field. The real question is answered at stages two and three.

The practical consequence: the old argument that "either of us could cancel before the match, so there is no mutuality" is dead. Once a contract exists, the right to terminate before performance is irrelevant at stage one.

Control As A Framework

On the second stage, the Supreme Court endorsed the Upper Tribunal's formulation. At paragraph 82, it quoted UT paragraph 138 with approval:

"whether it is referred to as a right to step in or as a framework of control, the test requires that the putative employer has a contractual right to direct the manner in which the worker is to perform their obligations, and that those directions are enforceable, in the sense that there is an effective sanction for their breach. Provided that the right to give directions relates to the performance of the employee's obligations during the subsistence of the contract, it is not to be disregarded because there is no ability to step in and give directions during the performance of the obligations (where the nature of the obligations precludes it)"

Then at paragraph 88, applying that test to the facts:

"the Court of Appeal was correct to say that the combination of contractual obligations imposed on referees as to their conduct generally during an engagement from the time that a match was accepted to the submission of the match report, and as to their conduct during a match, was capable of giving PGMOL a framework of control sufficient for the purposes of meeting the control test for employment purposes."

In plain terms: the engager does not need a right to stand at your shoulder and direct your work second by second. It needs a contractual right to direct the manner of performance, backed by enforceable sanctions. The sanctions can be post-contract—not offering future work, terminating future contracts, removing someone from merit tables. The directions can be the things written into the contract itself: conduct obligations, assessment rules, reporting requirements, training duties.

For any skilled professional under a written contract that imposes conduct standards and post-work obligations, stage two is now much easier for HMRC to satisfy. If your PSC contract gives the client a code of conduct, a reporting obligation, a requirement to attend meetings, or any enforceable standard of performance, expect HMRC to run "framework of control".

Paragraph 91 confirmed both necessary conditions were met:

"the position as regards both mutuality of obligation and control is clear. On both issues, I consider that this Court is able, on the basis of the FTT's findings of fact and the extensive submissions made by both parties, to conclude for itself that the irreducible minimum of mutuality of obligation and control necessary for a contract of employment between the National Group referees and PGMOL is satisfied in this case in relation to the individual match contracts."

Stage Three Still Decides The Case

Even after losing on mutuality and control, PGMOL was not definitively labelled an employer. At paragraph 93, the Supreme Court remitted the case to the FTT and endorsed the Court of Appeal's framework in Atholl House Productions Ltd v HMRC [2022] EWCA Civ 501 for the third-stage analysis. Stage three asks whether, taking the whole contract and all the circumstances into account, the arrangement was in substance one of employment.

The Atholl House factors—portfolio career, business on own account, financial risk, plural clients, integration into the engager's organisation, mutual intention, the broader factual matrix—all remain live. The Supreme Court's approach shifted the weight onto them.

This is the battleground now. If you are appealing an IR35 decision, stage three is where your case will be won or lost.

What Happened After PGMOL

Since 16 September 2024, every employment-status decision in the tax tribunals has been decided in PGMOL's shadow—including the remittal of PGMOL itself. A few markers, starting with the case in chief.

PGMOL v HMRC [2026] UKFTT 654 (TC)—the remitted FTT decision. The remittal hearing took place on 19 November 2025; the decision was released on 1 May 2026, with Tribunal Judge Geraint Williams and Dr Phebe Mann allowing PGMOL's appeal in full. The reasoning is the most concrete worked example yet of how stage three is supposed to operate after the Supreme Court.

The FTT accepted that the Supreme Court had settled the existence of mutuality and a sufficient framework of control. The question at stage three was the "character, extent and significance" of those features (para 104). On mutuality, the tribunal concluded at paragraph 105 that "although the irreducible minimum of mutuality of obligation was present, the obligations assumed were narrow, short-lived and suffused with choice." On control, paragraph 159 distinguished managerial control from regulatory control: PGMOL's controls operated "prospective and gatekeeping, affecting eligibility for future appointments and progression within a regulated professional pathway, rather than supervisory or directive of the core officiating function during performance." Paragraph 160 added that referees "retained complete autonomy in performing the core officiating function" and that "PGMOL had no right to intervene in real time and no authority to direct how officiating judgments were to be made on the field."

The conclusion at paragraph 314 was unequivocal: "Standing back from the individual factors this is not a finely balanced case." Paragraph 319 records the disposition: "Stage Three of the RMC test is therefore not satisfied, and the appeals are allowed." For unrepresented appellants, the case is now the textbook illustration that mutuality plus control does not equal employment—stage three does the deciding work, and the relevant questions are about the quality of mutuality (episodic versus stable; choice-laden versus binding) and the purpose of control (regulatory and developmental versus managerial and supervisory).

HMRC has 56 days to apply for permission to appeal to the Upper Tribunal. Given the procedural history, an appeal would be unsurprising.

George Mantides Ltd v HMRC [2025] UKUT 124 (TCC). The first substantive Upper Tribunal decision applying the Supreme Court's PGMOL—decided in 2025, before PGMOL itself returned from remittal. A locum urologist provided services to the Royal Berkshire Hospital through his PSC; Ground 3 of the appeal had been specifically deferred pending the Supreme Court ruling. Applying paragraphs 30 and 88 of PGMOL, the UT found the hypothetical contract would have been one of employment. Mantides lost. Practitioner commentary has criticised the UT for giving the "framework of control" test too much weight at stage three, but that argument has not yet succeeded on appeal—and the FTT's stage-three reasoning in PGMOL itself now offers a counter-template.

Bryan Robson Ltd v HMRC [2025] UKFTT 56 (TC). The former Manchester United captain's ambassadorial contract with MUFC through his PSC. Applying PGMOL, the tribunal held mutuality and control both satisfied: personal service was the essence of the ambassadorial role, and the club controlled the "what, how, when and where" of his services (though with limited direct supervision of "how", given the nature of the work). Ambassadorial services fell inside IR35. Unusually, the tribunal also held that image-rights consideration fell outside IR35—the first IR35 decision to split consideration between services and intellectual property.

HMRC Employment Status Manual. HMRC updated ESM0543 in July 2025 to reflect PGMOL. The updated guidance states that PGMOL is "the leading authority on mutuality of obligation" at stage one, that mutuality is the "wage-work bargain", and that "provisions in a contract which allow either party to withdraw before the performance are irrelevant at RMC stage 1 and do not negate the presence of mutuality of obligation". HMRC has baked the PGMOL holdings into its own operational guidance.

CEST—the online tool. HMRC's Check Employment Status for Tax was not materially rewritten after PGMOL. HMRC's long-standing position is that CEST does not weight mutuality separately—it assumes mutuality is satisfied by personal service plus payment. PGMOL arguably vindicates that position at stage one, but leaves CEST exposed at stage three, where the weighing exercise happens. HMRC commits to the CEST output only "if the information you give remains accurate and in accordance with our guidance". In practice, CEST tells you what HMRC thinks. The tribunal applies PGMOL, not CEST.

What This Means For Your Case

If you are defending a Regulation 80 determination, an SDS, or a status enquiry, PGMOL changes the shape of your case. The procedure is unchanged—the same 30 days appeal deadline applies, and the same enquiry and closure notice rules govern how HMRC gets to the determination stage. The change is substantive. Here is how to approach it.

PGMOL applies to tax years under appeal now, not just contracts signed after September 2024. If HMRC has issued a determination for 2019/20 or earlier via discovery, the tribunal will still apply PGMOL's restated test. The law was there all along—the Supreme Court has now told us what it was.

1. Do Not Build Your Case On Mutuality

If your grounds of appeal lead with "there was no mutuality of obligation because either side could cancel", you are running an argument the Supreme Court has closed down. Paragraph 40 says mutuality is the wage-work bargain. Paragraph 41 says it merely locates the contract in the employment field. The right to cancel before performance is now, in most cases, irrelevant.

That does not mean you never mention mutuality. It means you do not expect to win on it. Acknowledge the low bar, concede it if you must, and move on.

Substitution is different. PGMOL does not close down the personal-service limb of stage one. If your contract gives you a genuine, unfettered right to send another suitably qualified person to do the work—and you have used it, or can credibly use it—that remains a clean stage-one defeater. Express & Echo Publications v Tanton and the Pimlico Plumbers line are unchanged. Substitution is usually the strongest stage-one argument left.

2. Interrogate The "Framework Of Control"

Stage two is not automatic for HMRC. The test requires a contractual right to direct the manner of performance, plus enforceable sanctions. If the contract is light on conduct obligations—no code of conduct, no reporting duties, no performance standards, no training requirements—HMRC has work to do.

Read your actual contract. Identify every clause that imposes a standard of performance, and every sanction the client could actually apply. If the only sanction is "we might not hire you again", that is weaker than "we can terminate the contract for breach". The strength of the control case turns on what is actually written—and enforceable—in the contract.

3. Build The Stage-Three Case

This is where cases are now won. Stage three asks whether the totality of circumstances points to employment or self-employment. The relevant factors include:

  • Business on own account. Do you have your own company overhead, insurance, marketing, branded equipment, office? Do you bid for work? Do you bear bad-debt risk?
  • Plural clients. Do you have other clients in the same period? How many? How meaningful?
  • Financial risk. Do you have skin in the game—materials purchased, subcontractors paid, fixed-price exposure?
  • Integration. Are you embedded in the client's organisation—own email, staff directory, line manager, team meetings? Or kept at arm's length?
  • Length and nature of the engagement. Open-ended role or time-limited, project-specific assignment?
  • Mutual intention. What did the contract say about the intended status? Not decisive, but relevant.

The Atholl House framework at paragraph 93 of PGMOL remains the operative lens. Your witness evidence, documents, and contemporaneous communications should all be directed at these factors.

4. Document Everything For Stage Three

Stage-three evidence is factual and needs documentary support. Before the hearing, pull together:

  • Accounts and tax returns showing plural client income
  • Marketing materials, website, LinkedIn, business cards
  • Insurance policies, professional indemnity cover
  • Invoices to other clients during the relevant years
  • Evidence of equipment, tools, software you owned or licensed
  • Emails or contemporaneous notes showing how engagements were negotiated

Preparing for your hearing now means building a stage-three case file as well as a legal argument.

5. Consider Postponing The Tax

IR35 assessments are frequently five or six figures, and penalties under Schedule 24 FA 2007 often follow. You do not have to pay the disputed tax before the appeal is decided—s.55 TMA 1970 allows postponement during an appeal. For large IR35 assessments, applying early for postponement is usually essential.

6. Budget For The Long Game

Look at PGMOL's procedural history. From the original 2018 FTT win through Upper Tribunal, Court of Appeal, Supreme Court, and a remitted FTT hearing in 2026, the case ran for seven years across five hearings before PGMOL ultimately succeeded at stage three. Atholl House was remitted to the FTT and decided the taxpayer's way in 2024. Basic Broadcasting (Adrian Chiles) and RALC Consulting were both remitted from the Upper Tribunal. A win at the FTT does not end the dispute—HMRC appeals routinely, and the UT has overturned many FTT findings on analytical error. Plan for the Upper Tribunal as a realistic possibility, not a remote one.

7. Do Not Rely On CEST Output Alone

CEST tells you what HMRC's automated tool says. It does not bind the tribunal. A CEST result of "self-employed" is helpful evidence but not determinative; a result of "employed" is not a concession. The tribunal applies PGMOL and Atholl House, not the online calculator.

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