Corporate Tax 2018 14Th Edition a Practical Cross-Border Insight Into Corporate Tax Work
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ICLGThe International Comparative Legal Guide to: Corporate Tax 2018 14th Edition A practical cross-border insight into corporate tax work Published by Global Legal Group, with contributions from: Arqués Ribert Junyer Advocats Maples and Calder Avanzia Taxand Limited Mayer Brown International LLP Baker Tilly Klitou and Partners MIM Law Business Services EOOD Nagashima Ohno & Tsunematsu Blackwood & Stone LP P+P Pöllath + Partners Blake, Cassels & Graydon LLP SBH Law Office Boga & Associates Schindler Attorneys Cases & Lacambra Sele Frommelt & Partners Attorneys at Law Ltd. Čipčić-Bragadin and Associates Slaughter and May in cooperation with Tax Advisory TUK Ltd. SMPS Legal Concern Dialog law firm SSH Advisors Dobrinescu Dobrev SCA Stavropoulos & Partners Law Office Domański Zakrzewski Palinka T. P. Ostwal & Associates LLP, Chartered Accountants Greenwoods & Herbert Smith Freehills Tirard, Naudin K&D Law Firm Totalserve Management Limited Lenz & Staehelin VdA Vieira de Almeida LEX Law Offices Wachtell, Lipton, Rosen & Katz Ludovici Piccone & Partners Waselius & Wist The International Comparative Legal Guide to: Corporate Tax 2018 General Chapters: 1 Fiscal State Aid: the Kraken Wakes? – William Watson, Slaughter and May 1 2 The Implications for UK Taxpayers of BEPS Actions 2 (on Hybrid Mismatches), 4 (on Interest Deductibility) and 6 (on Treaty Access) – Sandy Bhogal & Kitty Swanson, Mayer Brown International LLP 6 Contributing Editor Country Question and Answer Chapters: William Watson, Slaughter and May 3 Albania Boga & Associates: Alketa Uruçi & Andi Pacani 12 Sales Director 4 Andorra Arqués Ribert Junyer Advocats: Daniel Arqués i Tomàs & Florjan Osmani Mireia Ribó i Bregolat 17 Account Director 5 Angola VdA Vieira de Almeida: Samuel Almeida & Joana Lobato Heitor 24 Oliver Smith 6 Armenia Concern Dialog law firm: Rustam Badasyan 30 Sales Support Manager Toni Hayward 7 Australia Greenwoods & Herbert Smith Freehills: Adrian O’Shannessy & Tony Frost 35 Editor 8 Austria Schindler Attorneys: Clemens Philipp Schindler & Martina Gatterer 44 Nicholas Catlin Senior Editors 9 Belarus SBH Law Office: Anastasiya Malakhova & Evgeniya Starosotnikova 52 Suzie Levy 10 Bulgaria Baker Tilly Klitou and Partners Business Services EOOD: Svetla Marinova Caroline Collingwood & Svetlana Dermendjieva 59 Chief Operating Officer 11 Canada Blake, Cassels & Graydon LLP: Zvi Halpern-Shavim & Shavone Bazarkewich 65 Dror Levy Group Consulting Editor 12 Croatia Čipčić-Bragadin and Associates in cooperation with Tax Advisory TUK Ltd.: Alan Falach Silvije Čipčić-Bragadin & Edo Tuk 71 Publisher 13 Cyprus Totalserve Management Limited: Petros Rialas & Marios Yenagrites 75 Rory Smith 14 Finland Waselius & Wist: Niklas Thibblin & Mona Numminen 81 Published by Global Legal Group Ltd. 15 France Tirard, Naudin: Maryse Naudin & Jean-Marc Tirard 87 59 Tanner Street 16 Germany P+P Pöllath + Partners: Michael Best & Nico Fischer 95 London SE1 3PL, UK Tel: +44 20 7367 0720 17 Greece Stavropoulos & Partners Law Office: Ioannis Stavropoulos & Fax: +44 20 7407 5255 Vasiliki Koukoulioti 103 Email: [email protected] URL: www.glgroup.co.uk 18 Iceland LEX Law Offices: Garðar Víðir Gunnarsson & Guðrún Lilja Sigurðardóttir 110 GLG Cover Design 19 India T. P. Ostwal & Associates LLP, Chartered Accountants: T. P. Ostwal & F&F Studio Design Siddharth Banwat 116 GLG Cover Image Source 20 Ireland Maples and Calder: Andrew Quinn & David Burke 123 iStockphoto 21 Italy Ludovici Piccone & Partners: Paolo Ludovici & Stefano Tellarini 129 Printed by Ashford Colour Press Ltd 22 Japan Nagashima Ohno & Tsunematsu: Shigeki Minami 136 November 2017 23 Kazakhstan SSH Advisors: Safkhan Shahmammadli & Jahangir Juraev 144 Copyright © 2017 Global Legal Group Ltd. 24 Kosovo Boga & Associates: Andi Pacani & Fitore Mekaj 151 All rights reserved No photocopying 25 Liechtenstein Sele Frommelt & Partners Attorneys at Law Ltd.: Heinz Frommelt 156 ISBN 978-1-911367-83-3 26 Malta Avanzia Taxand Limited: Walter Cutajar & Mary Anne Inguanez 162 ISSN 1743-3371 27 Mexico SMPS Legal: Ana Paula Pardo Lelo de Larrea & Alexis Michel 170 Strategic Partners 28 Mozambique VdA Vieira de Almeida: Samuel Almeida & Ana Raquel Costa 177 29 Nigeria Blackwood & Stone LP: Kelechi Ugbeva 183 30 Poland Domański Zakrzewski Palinka: Joanna Wierzejska & Tomasz Leszczewski 188 31 Portugal VdA Vieira de Almeida: Samuel Almeida & Bárbara Miragaia 195 32 Romania Dobrinescu Dobrev SCA: Luisiana Dobrinescu 201 33 Serbia MIM Law: Tanja Ungura 207 Continued Overleaf Further copies of this book and others in the series can be ordered from the publisher. Please call +44 20 7367 0720 Disclaimer This publication is for general information purposes only. It does not purport to provide comprehensive full legal or other advice. Global Legal Group Ltd. and the contributors accept no responsibility for losses that may arise from reliance upon information contained in this publication. This publication is intended to give an indication of legal issues upon which you may need advice. Full legal advice should be taken from a qualified professional when dealing with specific situations. WWW.ICLG.COM The International Comparative Legal Guide to: Corporate Tax 2018 Country Question and Answer Chapters: 34 Spain Cases & Lacambra: Ernesto Lacambra & Marc Montserrat 212 35 Switzerland Lenz & Staehelin: Pascal Hinny & Jean-Blaise Eckert 218 36 Turkey K&D Law Firm: Murat Bal & Ezgi Kumas 228 37 United Kingdom Slaughter and May: Zoe Andrews & William Watson 235 38 USA Wachtell, Lipton, Rosen & Katz: Jodi J. Schwartz & Swift S.O. Edgar 244 EDITORIAL Welcome to the fourteenth edition of The International Comparative Legal Guide to: Corporate Tax. This guide provides the international practitioner and in-house counsel with a comprehensive worldwide legal analysis of the laws and regulations of corporate tax. It is divided into two main sections: Two general chapters, offering an insight into fiscal state aid from an EU perspective, and the implications of the BEPS Actions for the UK. Country question and answer chapters. These provide a broad overview of common issues in corporate tax laws and regulations in 36 jurisdictions. All chapters are written by leading corporate tax lawyers and industry specialists and we are extremely grateful for their excellent contributions. Special thanks are reserved for the contributing editor William Watson of Slaughter and May for his invaluable assistance. Global Legal Group hopes that you find this guide practical and interesting. The International Comparative Legal Guide series is also available online at www.iclg.com. Alan Falach LL.M. Group Consulting Editor Global Legal Group [email protected] Chapter 1 Fiscal State Aid: the Kraken Wakes? Slaughter and May William Watson Introduction Why is State Aid Relevant to Tax? The international tax arena has become increasingly fraught, for Article 107(1) of the Treaty on the Functioning of the European multinationals in particular. The OECD’s “BEPS” project is the Union provides that “any aid granted by a Member State or through most obvious example of this trend, encouraging the introduction State resources in any form whatsoever which distorts or threatens of new restrictions and anti-avoidance measures in most major to distort competition by favouring certain undertakings or the jurisdictions outside the US; see the next piece for a discussion of production of certain goods shall, in so far as it affects trade between some of the more significant rules brought in by the UK. But I Member States, be incompatible with the internal market”. should like to use this article to examine a rather different challenge, Cash subsidies are an obvious example, but aid can also involve the full extent of which is only beginning to be appreciated. the state foregoing revenue to which it would otherwise be entitled, I refer to the burgeoning enthusiasm of the European Commission for example through tax exemptions and reliefs. A Member State’s for the application of “state aid” principles to the tax legislation and tax practices can fall foul of the state aid regime in a number of tax rulings of EU Member States. The establishment of a Task Force ways, most commonly through (a) legislative measures that favour on Tax Planning Practices in 2013 appears to have triggered a step particular economic sectors, categories of undertakings or regions, change in enforcement, but it was only with the “Luxleaks” in late or (b) discretionary tax rulings that favour individual undertakings. 2014 (see further below) that the issue really came to prominence. Recent decisions and trends relating to these two forms of fiscal aid Under the energetic direction of Margrethe Vestager, the EU are discussed separately below. commissioner in charge of competition policy, the Commission has Case law of the EU courts has established that there is unlawful state now challenged legislation or rulings in multiple Member States aid, including unlawful fiscal aid, if: and has ordered tax authorities to recover many millions (or in one ■ an economic advantage is provided to an undertaking; case billions) of euros’ worth of back taxes from taxpayers who are ■ it is provided by a Member State and financed through state said to have benefited from unlawful state aid. And while cross- resources; border activity is not a necessary element of any state aid enquiry, in practice multinationals have been the target. ■ it is “selective” in favour of a particular undertaking or category of undertakings or in favour of a particular