Our Promotion Agreement

How Our Promotion Agreement Works for Landowners

The practical framework for funding the planning work, managing decisions and selling the promoted land

Our Promotion Agreement is the contractual framework that allows Strategic Land Company to invest in and manage an agreed planning strategy while the landowner retains ownership. It records what we will undertake, what the landowner controls and how the parties proceed if the promotion succeeds or ends without a sale.

The agreement is not a substitute for site assessment or independent advice. Its terms are developed around the particular land, planning route, ownership and commercial objective and should be reviewed by the landowner’s own solicitor and tax adviser before signature.

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What Our Promotion Agreement Is Designed to Achieve

The agreement creates a structured working relationship between the landowner and Strategic Land Company. We commit funding, expertise and project management to pursue the agreed development opportunity. The landowner provides the contractual control and cooperation needed for that work to be undertaken and, following the agreed planning outcome, for the land to be marketed and sold.

The arrangement is commercially collaborative, but it is not a legal partnership and neither party should rely on informal expectations. The land, obligations, decision-making, costs, fee and sale process are recorded in a binding contract.

Our objective is not merely to submit a planning application. It is to secure a deliverable planning position, organise the evidence needed by purchasers and complete a sale in accordance with the agreed protections.

The Agreement Follows Our Assessment of the Site

Before proposing terms, we review the site location, planning authority, policy context, settlement relationship, access, broad environmental and infrastructure constraints, ownership and likely development capacity. That review helps determine whether the opportunity can support the likely time, expenditure and risk.

Some questions can be answered from available information. Others require title investigation, consultant input or surveys after terms have been agreed. The initial assessment therefore identifies a proposed route and key uncertainties rather than pretending that every issue is resolved before the promotion begins.

If the land does not appear suitable for our funded model, we may decline to offer a Promotion Agreement. Committing our own capital requires a realistic planning and commercial case.

From Commercial Heads of Terms to the Legal Documents

Where both parties wish to proceed, the principal commercial terms are normally recorded in Heads of Terms. These may address the promoted land, intended planning objective, promotion period, funding responsibility, promoter’s fee, treatment of costs, reporting, approvals, minimum-sale protections and proposed marketing process.

Heads of Terms guide the legal drafting but are not a substitute for the completed agreement. The solicitors must translate the agreed commercial position into detailed provisions that work with the title, ownership, lenders, occupiers and any retained land.

Material points should be resolved before substantial legal costs are incurred. If the legal drafting reveals a new title or commercial issue, the parties may need to revisit the Heads of Terms rather than force an unsuitable provision into the agreement.

Independent Legal, Tax and Valuation Advice

Strategic Land Company’s solicitors act for the promoter. The landowner must have an independent solicitor who understands land promotion and can advise on the contract, title entries, sale obligations, powers, default, termination and any statutory reporting requirements.

The landowner should also obtain specialist tax advice. The ownership structure, farming or business use, succession plans, timing, retained land and method of sale may all affect the tax position. Tax treatment is separate from the contractual calculation of net sale proceeds.

Where appropriate, independent valuation advice can help test the minimum-price provisions, fee formula and worked examples. Our commercial explanation is intended to make the proposal understandable; it does not replace the landowner’s professional advice.

Defining the Land, Owners and Existing Interests

The agreement must identify the promoted land accurately. A title plan may not show the whole operational boundary, and the planning solution may require access, drainage, landscaping, ecology or utility rights over adjoining retained land. These areas should be distinguished rather than treated as one undifferentiated parcel.

All relevant owners, trustees, companies, partnerships, lenders, tenants, licensees and occupiers should be identified. Their rights can affect survey access, planning submissions, vacant possession, title protection and the eventual sale.

Where several ownerships are needed for a coherent scheme, separate promotion or collaboration arrangements may be required. We assess whether the project can proceed with the available control before committing major expenditure.

The Agreed Planning Objective and Promotion Period

The agreement describes the result we are appointed to pursue. Depending on the site, that may involve residential allocation, an outline planning permission, a defined minimum development opportunity or another agreed planning outcome. The objective must be sufficiently clear to guide expenditure and determine when the sale process begins.

The promotion period should reflect the likely route. Local Plan promotion can require several plan stages, while an application-led opportunity may have a shorter initial programme but still require surveys, negotiation, determination and possibly an appeal.

Extensions may be appropriate while a submitted application, appeal, Local Plan examination or other defined event remains unresolved. The landowner’s solicitor should ensure that the term, extension triggers and ultimate longstop are understandable.

What Strategic Land Company Commits to Fund and Manage

Under our normal model, Strategic Land Company funds and manages the agreed planning and technical promotion at its own cost and risk. We prepare the strategy, appoint and brief the consultant team, coordinate the evidence, manage submissions and negotiations and keep the programme under review.

The required work is site-specific. It may include planning policy, masterplanning, highways, drainage, ecology, landscape, heritage, trees, ground conditions, utilities, consultation, application fees and appeal work. The agreement and project budget provide the framework for that expenditure.

We do not commission every conceivable report at the outset. Work is sequenced so that fundamental policy, access or technical questions are understood before later expenditure is committed.

How We Appoint and Coordinate the Consultant Team

Strategic Land Company selects advisers with the skills required for the site and prepares their instructions. We review fee proposals, scope the deliverables and ensure that each discipline works from consistent assumptions about the boundary, development capacity and emerging masterplan.

Technical reports are not treated as isolated documents. Access may influence the developable area; drainage may affect layout; ecology and landscape may require mitigation; infrastructure and planning obligations may affect viability. We coordinate those interactions before a submission is finalised.

The consultant appointments, rights to use work product and treatment of material if the agreement ends should support the contractual strategy. Those points are addressed with the legal advisers where necessary.

The Landowner Retains Ownership and Can Usually Continue Existing Use

The landowner normally remains the legal owner throughout promotion and until completion of a sale to the selected purchaser. The agreement does not transfer the land to Strategic Land Company merely because planning work has begun.

Existing agricultural, residential or business use can often continue, provided it does not prejudice the planning strategy, breach the agreement or prevent surveys and eventual sale. The contract may restrict new leases, buildings, easements, environmental commitments or dealings that could reduce deliverability.

Practical requirements should be discussed early. Cropping, livestock, tenancies, access, security, lender consent and any intended retained occupation can then be reflected in the survey and sale arrangements.

Survey Access, Notice, Safety and Reinstatement

Planning promotion may require consultants to enter the land for topographical, ecology, drainage, ground, tree, heritage or other surveys. The agreement provides the necessary access rights while setting a practical process for notice and coordination.

On working farms or operational land, visits may need to account for livestock, crops, machinery, biosecurity and health and safety. Intrusive work should be located and supervised appropriately, and any agreed reinstatement or compensation arrangements should be followed.

Survey access is planned, not treated as unrestricted occupation. Strategic Land Company coordinates the team and acts as the landowner’s principal point of contact for the promotion work.

Reporting, Consultation and Reserved Decisions

The agreement balances efficient project management with landowner oversight. Strategic Land Company needs authority to instruct routine work, coordinate consultants and respond to normal planning questions. The landowner retains the consultation and approval rights negotiated for material matters.

Reports may cover policy progress, technical findings, submissions, expenditure, programme, risks and upcoming decisions. Significant boundary changes, a materially different planning objective, obligations affecting retained land, an appeal, the marketing strategy and purchaser selection may be subject to defined approval procedures.

Clear response periods and decision criteria help prevent avoidable delay. The aim is for the landowner to remain informed and protected without having to run the multidisciplinary project.

The Planning Route Can Change Without Losing the Commercial Objective

A site may begin with Local Plan promotion and later support a planning application. An application may require amendment, further evidence or an appeal. A council may change its timetable or publish evidence that affects the proposed capacity or boundary.

The agreement therefore needs enough flexibility for the strategy to respond to evidence. That flexibility is not an unrestricted power to pursue any scheme. Material changes remain connected to the agreed objective, budget and landowner protections.

We explain the reason for a proposed change, its cost, programme and likely effect on the planning and sale outcome before following the applicable approval process.

Applications, Refusals and Appeals Are Evidence-Led Decisions

The existence of a Promotion Agreement does not mean an immediate application is always appropriate. A premature submission can waste expenditure, establish an unhelpful position or distract from a stronger Local Plan route. We assess timing against policy, evidence, access, constraints and council circumstances.

If an application is refused, we review the reasons, officer report, consultation responses and available evidence. The options may include further negotiation, a revised application, additional technical work, an appeal or a pause while policy circumstances change.

An appeal is pursued where it is justified by the merits and commercial objective, not simply because an application has been refused. The agreement records the relevant consultation or approval process.

What Counts as an Acceptable Planning Outcome

A planning permission is not automatically commercially acceptable. The development capacity, access, conditions, section 106 obligations, infrastructure, mitigation and developable area must support a saleable opportunity and the protections agreed for retained land.

The agreement may define minimum requirements or a mechanism for assessing whether the outcome activates marketing. That definition should be considered alongside the minimum-price and sale provisions so the landowner is not required to market an outcome fundamentally different from the intended opportunity.

During negotiations, we consider how planning requirements will affect purchaser pricing and net land receipt. The planning and commercial workstreams remain connected.

Preparing and Marketing the Land After Planning Success

Once the agreed outcome has been achieved, we organise the planning, technical and title information needed for marketing. A structured data room allows potential purchasers to assess the same opportunity and reduces inconsistent assumptions.

Strategic Land Company coordinates the selling strategy and the appointment of an appropriate land agent or adviser under the agreement. The site is normally exposed to competing housebuilders or developers, with a clear timetable and bid requirements.

We compare price, deductions, conditions, deposit, funding, timing and purchaser deliverability and report the credible offers to the landowner. The preferred bid is selected through the contractual process rather than by headline price alone.

How Approved Costs and Our Fee Are Dealt With

The Promotion Agreement defines which promotion costs are recoverable following a successful sale, how they are evidenced and the order in which costs, the promoter’s fee and other agreed items are dealt with from the proceeds.

Our fee is agreed before the agreement is completed. It is normally calculated by reference to the sale proceeds or net sale proceeds as defined in the contract and becomes payable when the promoted land is successfully sold.

We maintain expenditure records and report in accordance with the agreement so that the cost position is understood during the promotion. Worked examples should be reviewed by the landowner’s solicitor and, where appropriate, valuation and tax advisers.

Protecting Retained Land and Future Opportunities

The promoted parcel may form part of a larger farm, estate or ownership. The planning solution can require roads, drainage, utilities, biodiversity land, landscaping, construction access or other rights beyond the developable area.

The agreement should identify which land can be used, what requires specific approval and how permanent rights, maintenance, compensation and reserved capacity will be addressed. A first phase should not unnecessarily sterilise adjoining land or remove access needed by the retained ownership.

We consider these issues while the masterplan and infrastructure strategy can still be changed. Leaving them until the sale contract can reduce value and create avoidable disputes.

What Happens if the Promotion Does Not Succeed

Planning promotion has no guaranteed outcome. If the agreed result is not achieved within the contractual period and no sale occurs, the agreement sets out expiry or termination, release of title protections, access to reports and the treatment of outstanding matters.

Under our normal funded model, approved promotion expenditure is carried by Strategic Land Company and is normally written off following an unsuccessful promotion, subject to the agreement and any exceptional breach or termination provisions.

Before the agreement ends, the parties may review whether an extension, revised route or orderly conclusion is justified. Continuing should be based on evidence and proportionality rather than the fact that expenditure has already been incurred.

Changes in Ownership, Lending or Family Circumstances

A promotion period can span refinancing, succession, death, incapacity, transfer between family members or changes in an owning company or partnership. The agreement should allow appropriate changes while preserving the promoter’s ability to continue the work and complete a sale.

Lenders may require consent to the agreement and later release arrangements. Multiple owners need a clear decision-making process. Trustees, attorneys and personal representatives may need specific authority.

These are matters for independent legal and tax advice. Telling Strategic Land Company about anticipated changes early allows the project and legal advisers to plan for them rather than discovering them at a critical planning or sale stage.

The Practical Journey Under Our Promotion Agreement

Although every site differs, the working sequence is generally:

Initial confidential assessment and discussion of the landowner’s objectives.
Detailed planning, technical, ownership and commercial due diligence.
Agreement of Heads of Terms and appointment of independent legal advisers.
Completion of the Promotion Agreement and any required title or lender steps.
Preparation and management of the agreed planning and technical strategy.
Regular reporting, budget review and consultation on material decisions.
Achievement and review of the agreed planning outcome.
Preparation of the data room and competitive marketing of the land.
Comparison of bids and selection of the preferred purchaser.
Legal sale, completion and distribution of proceeds under the agreement.

This structure gives the landowner one organisation responsible for coordinating the promotion from the first assessment through to the completed sale, while preserving the protections and independent advice set out in the agreement.

Landowner questions

Questions About Our Promotion Agreement

Does a Promotion Agreement transfer ownership of my land to Strategic Land Company?

No. The landowner normally remains the registered owner until the land is sold to the selected purchaser. The agreement gives Strategic Land Company the contractual rights and authority needed to undertake the agreed promotion.

Is the Promotion Agreement the same for every site?

No. The core model is consistent, but the land, planning objective, term, budget, approval rights, retained-land protections, fee and sale provisions must reflect the individual opportunity and ownership.

Who prepares the Promotion Agreement?

The legal documents are prepared and negotiated by solicitors after the principal commercial terms have been discussed. Strategic Land Company has its own legal advisers and the landowner must appoint an independent solicitor.

Can I continue to use or farm the land during promotion?

Usually, subject to the agreement, survey access and avoiding actions that would prejudice the planning strategy or sale. Existing occupation, tenancies, crops, livestock and operational requirements should be identified before the agreement is completed.

What happens if planning permission is not secured?

The precise outcome depends on the agreement and circumstances. Approved promotion expenditure is normally carried by Strategic Land Company and written off if the promotion ends unsuccessfully without a sale, subject to the agreed exceptions and termination provisions.

When is Strategic Land Company paid?

Our pre-agreed fee is normally paid from the sale proceeds after the agreed planning outcome has been achieved and the promoted land has been sold. The agreement defines the calculation, cost treatment and payment order.