3 Mins
After more than two decades of operation, a significant number of UK PFI and PPP projects are now reaching the end of their contractual lives. Over the past 12 months, we have seen a marked increase in approaches from directors of PFI and PPP Special Purpose Vehicles (SPVs) seeking advice on how best to bring these companies to an orderly end. For many boards, this is the first time they have had to manage expiry, handback, solvent closure or, where difficulties have arisen, potential insolvency.
To support directors through this period, we have prepared two practical guides. One focuses on preparing a PFI/PPP SPV for a solvent exit (including expiry and MVL readiness). The other is a high‑level guide to insolvency for situations where financial stress, unresolved disputes or termination issues mean a solvent wind‑down may not be achievable. Both guides respond to the real‑world questions we have been asked over the last year.
Why now? The wave of PFI experiences
The pattern is clear: as PFI assets enter the final years of their concession, directors are having to deal with complex handback obligations, lifecycle close‑out, subcontractor disputes, and detailed evidential requirements from authorities. At the same time, SPVs must prepare themselves for cessation by resolving claims, discharging security, settling tax, closing down contracts and ensuring that no residual liabilities remain.
For most projects this results in an orderly solvent wind‑down. But in some cases, typically where termination payments are disputed, assets require significant remediation, or unresolved claims remain, directors may find themselves needing early guidance on their duties when insolvency risk cannot be ruled out.
What the PFI/PPP SPVs – Expiry & Pre‑MVL Exit Guide covers
The solvent exit guide sets out the headline workstreams required to move an SPV confidently toward expiry and Members’ Voluntary Liquidation (MVL). It covers twelve core areas including:
- handback and demonstrating contractual compliance,
- lifecycle and construction risk elimination,
- disputes and claims sweeps,
- financing rundown and security release,
- banking, tax, insurance and property regularisation, and
- readiness for MVL, including governance and solvency considerations.
It is designed as a practical tool for directors and advisers, something that can be actively tracked, allocated and monitored to avoid last‑minute surprises.
PFI/PPP SPV Insolvency Guide For Directors
In parallel, our insolvency guide explains the responsibilities of directors where a PFI/PPP SPV may be approaching the “zone of insolvency.” It outlines:
- the statutory tests for insolvency,
- how duties shift towards creditors,
- common triggers in PFI/PPP structures,
- managing conflicts,
- the main insolvency processes (administration and liquidation), and
- key concerns such as personal liability, wrongful trading and conduct reviews.
It is high‑level but practical, aimed at helping directors recognise issues early and take timely advice.
Why this matters for advisers
Many advisers, law firms, asset managers, technical consultants and financial advisers, are now encountering clients with one or multiple SPVs approaching expiry. Knowing what “good” preparation looks like is essential not only for supporting your clients but also for preserving value and reputational confidence across a portfolio.
Get in touch
If you act for PFI or PPP clients, or if you are a director seeking guidance on expiry, solvent wind‑down or navigating potential insolvency, please get in touch. We are happy to talk through any specific issues or review existing plans to ensure an SPV is genuinely ready for closure.
Last Updated on 20 April 2026
