OECD REFERENCE GUIDE ON SOURCES OF INFORMATION FROM ABROAD Update of 26th January 2006 R2+>R3 @26 January 2006 TABLE OF CONTENTS OECD REFERENCE GUIDE ON SOURCES OF INFORMATION FROM ABROAD.............................. 1 REFERENCE GUIDE ON SOURCES OF INFORMATION FROM ABROAD ......................................... 3 INTRODUCTION....................................................................................................................................... 3 AUSTRALIA .............................................................................................................................................. 4 AUSTRIA.................................................................................................................................................. 14 BELGIUM................................................................................................................................................. 23 CANADA.................................................................................................................................................. 34 CZECH REPUBLIC ................................................................................................................................. 65 DENMARK............................................................................................................................................... 70 FINLAND ................................................................................................................................................. 78 FRANCE ................................................................................................................................................... 82 GERMANY............................................................................................................................................... 95 HUNGARY............................................................................................................................................. 105 IRELAND ............................................................................................................................................... 113 ITALY..................................................................................................................................................... 120 JAPAN .................................................................................................................................................... 124 LUXEMBOURG..................................................................................................................................... 130 THE NETHERLANDS ........................................................................................................................... 136 NEW ZEALAND.................................................................................................................................... 141 NORWAY............................................................................................................................................... 144 POLAND................................................................................................................................................. 150 SLOVAK REPUBLIC ............................................................................................................................ 155 SPAIN ..................................................................................................................................................... 158 SWEDEN ................................................................................................................................................ 165 SWITZERLAND .................................................................................................................................... 168 UNITED KINGDOM.............................................................................................................................. 176 UNITED STATES .................................................................................................................................. 184 2 @26 January 2006 REFERENCE GUIDE ON SOURCES OF INFORMATION FROM ABROAD INTRODUCTION Exchange of information between tax authorities has increasingly become the most important and effective means of combating international tax evasion which has become more prevalent as a result of unprecedented liberalisation and globalisation of national economies during the past decades. This Reference Guide on Sources of Information from Abroad is one of the many tools tax authorities have at their disposal to enable efficient and effective exchange of information. The Reference Guide has been developed by the OECD to improve awareness among tax authorities of the types of information available from individual treaty partners. Importantly, the Reference Guide also provides references to information that is publicly available and includes several links to related websites. The information contained in the Reference Guide is categorised as follows: (1) Forms of business (e.g. the type of business entities permissible in each country); (2) Bilateral Conventions and Treaties that permit exchange of information for tax purposes; (3) Multilateral Conventions that permit exchange of information for tax purposes; (4) Domestic laws that permit exchange of information for tax purposes; (5) Commercial sources of information (which may involve the payment of a fee); and (6) Other sources of information. The OECD will continue to update the Reference Guide with materials submitted to it by its Member countries. 3 @26 January 2006 AUSTRALIA A. FORMS OF BUSINESS Company Limited by Guarantee A company limited by guarantee is formed on the principle of having the liability of its members limited by the memorandum stating the respective amounts that the members undertake to contribute to the property of the company in the event of it being would up. Such a company does not have a share capital. Members are not required to contribute capital whilst the company is operating. However, in the event that the company being wound up and company assets are insufficient to meet liabilities its members are liable to pay up the amount specified in the memorandum as the "members guarantees". Company Limited by Shares i.e. Public Company A Company limited by shares is formed on the principle of having the liability of its members limited by the memorandum to the amount (if any) unpaid on the shares respectively held by them. These companies can be identified, as they are required under law to have the word "Limited" or its abbreviation "Ltd" at the end of the company name. Members of a company limited by shares have limited liability; therefore the creditors of such a company do not have access to the personal property of the members to satisfy debts. Public companies must have at least 5 shareholders and three directors. A public company may or may not be listed on the stock exchange. The advantage of listing is that it gains access to the national capital market through the sale of equity in the company. The principal requirements for listing are: A certain minimum issued capital and spread of holdings prescribed, Provisions are required to be included in the company's articles of association which are designed to secure the equal treatment of all shareholders in relation to participation in dividends, capital distributions and voting, The company's constitution must provide for the unrestricted transfer of shares, The company's constitution must provide for a capacity in shareholders to exercise ultimate control over the board of directors, and Exhaustive provisions in relation to the disclosure of information affecting the value of the interest of investors in quoted securities are imposed. The incorporation of a company as a separate entity has the result that the debts incurred are company debts, and not those of its members. Public companies must have their accounts audited and lodge a set of audited accounts with the Australian Securities Commission. Proprietary Company A Company (other than a no-liability company) may be incorporated as a proprietary company if it has share capital, and its memorandum and articles of association include: i. Restrictions the right of transfer of shares, ii. A limit to not more than 50 members but no less than 2 (counting joint holders as a single unit member and not counting employees), 4 @26 January 2006 iii. Prohibit any invitation to the public to subscribe for shares in or debentures of the company, and iv. Prohibit any invitation to the public to deposit money with the company, whether for fixed periods or payable on call and whether bearing interest or not. Proprietary companies require a minimum of two members for incorporation. They are also required to have two directors, both natural persons, one of whom must reside within Australia. The quorum for a general meeting, unless the articles provide for otherwise, is two members. Exempt Proprietary Company A proprietary company is exempt where none of its shares are owned by, or deemed to be owned by, a public company and where no member is a public company. Company Limited by both Shares and Guarantee A company limited by both shares and guarantee is one in which a member has liability as shareholder (to the extent of the unpaid portion of the nominal value of the member's shares) and as a guarantor (to the amount nominated in the memorandum as undertaken to be paid on a winding up). A Company limited